With You
by WhoNewbie
Summary: What if Martha realized she was fighting a losing battle with the Doctor just as he was realizing she was what he needed in his life? A slightly AU version of seasons 3&4 set after the events of Human Nature/Family of Blood.
1. Chapter 1

**So here's my next Martha/Ten fic. It's set after the events Family of Blood/ Human Nature. It will follow the storyline from season 3 thru season 4 but with some significant changes once we hit later chapters. I hope you enjoy and feedback is always appreciated. **

Chapter 1 …

Martha stood alone in her room staring in a full length mirror hanging the back of the bathroom door. She felt every bit of her twenty three years and then some. Having survived one of the most harrowing experiences of her young life gave her little solace. She had learned first-hand what it meant to really be a second class citizen and the fact that someone she considered a mate had joined in that mentality made it all the worse. Granted, he wasn't in his right mind at the time but still . . . Martha found herself facing a reality she had been denying for a while now. Even when he had become completely human, the Doctor still had no interest in her and she knew now that he would never feel for her what she did for him. The only question left for her to answer now was whether she could continue living with him knowing that. . .

* * *

><p>After a long, hot shower, Martha changed into some old university sweats and began to feel a bit more herself again. She contemplated going for some tea but still wasn't ready to face the Doctor again just yet so instead she turned to a book she had been reading before they got stuck in 1913. As she settled in to the comfy chair off to the side of her bed, she found her mind constantly drifting from the story plot to her own situation. She was more of her mother's daughter than she often liked to acknowledge and this situation with the Doctor was starting to wear thin. Never in her life did she think she would be one of those women pining after some guy that refused to give her the time of day. Yet here she sat in his "home" feeling like little more than a piece of furniture and what for?<p>

Were all the things she'd seen with him, good and bad, worth her losing herself? Maybe it was time to move on for both of them. She did have a life to return to. Her studies, family and friends were waiting back on Earth and eventually, if she wanted to finish what she started, she would have to go back. Why not now? What was really keeping her here especially now that she realized she had been holding out for something that was never going to materialize? As she began to muse about how she might say goodbye to such a fantastical experience, a knock on the door interrupted her contemplation.

Martha sighed softly before calling out, "It's open."

Seconds later the unruly mane and more subdued beam of the Doctor peeked in the door. In spite of herself, she returned his subtle grin.

"I'm making tea and thought you might like some?"

Martha nodded, "I'd love some. Just give me a minute and I'll be in."

The Doctor nodded in response before retreating and reclosing her door.

He stood outside her door for a long moment trying to calm his nerves. He was not used to feeling this way but after everything that had happened the past few months, he found himself unsure of how to approach his friend. The Time Lord knew Farmingham was going to hang over them for a long while. He, or more accurately John Smith, had behaved abysmally towards her during that time and though he wasn't all the way there he still held some residual memories of the situation and he cringed at his treatment of someone he truly cared about.

The thing with Joan, especially after he came back, was just . . . he had no words. If she had agreed to join him what had he intended to do? Say thanks, Martha, for protecting me for three months now get out. There was just enough of John Smith still there to have him make a rash suggestion that might very well have cost him a really dear friend. He finally headed back towards the kitchen to wait for her to join him and hopefully an opportunity to clear the air between them in the process.

* * *

><p>Martha sighed again as she finally made her way to the kitchen where the Doctor was already sitting at the table with a cup of tea looking over a newspaper. She silently went about making her own cup before taking a seat across from him. He eventually lowered the paper and gazed over at her as she now studied her cup.<p>

They sat across from each other like awkward strangers and he did not like it at all. So he decided the direct approach was best.

"So do you want to talk about it?" he finally began.

Martha finally lifted her eyes from her mug and looked at him quizzically, "Talk about what?"

The Doctor sighed, "About the weather . . . what do you think? Your time in Farmingham. Sometimes it helps to talk about things, get them out in the open."

She studied him for a long moment. She knew he was trying to gauge her demeanor after everything. Martha, though, was still unsure of how she felt about it all and was currently in no mood to relive any of the lowlights. So she did as she often did in his presence, she put on an obligatory smile and said, "There's nothing to talk about. It was what it was and now it' s over."

"Martha . . . I think we both know that's not the truth."

The young medic, though, was resolute, "No, Doctor. . . I appreciate your concern but just leave it. I'm fine, alright?"

It was his turn to examine her. He knew fine was the last thing she was but he also knew how stubborn his shipmate could be as well. He didn't want this to fester but he also didn't want to push too hard. So in the end he relented, "Alright, but if you ever want to talk . . . "

She cut in with a smirk, "I'll have to gag you to get a word in."

"Oi!" he returned with mock indignation.

Martha could not hold back a chuckle at his expression which helped both to briefly banish the heaviness of the moment. She quickly sobered again, though, realizing this, these kind of moments were the extent of their relationship, quips and banter. It was the innuendo and veiled emotions, she finally understood, that compelled her to stay for as long as she had under the circumstances but now that she had resigned herself to that being all it ever would be, Martha was still left with a decision to make about whether to continue or move on.

Slowly she rose from her perch, bringing her tea with her and said, "I'm going to go get some rest. Thanks for the tea."

"Martha . . ."

She paused her retreat and waited. The Doctor wanted to say something profound that would reconcile their situation but in the end all he could muster was, "Sleep well."

She gave him a tight smile and nodded, "I will."


	2. Chapter 2

**Thanks for each of the reviews and alerts. I know the first chapter didn't offer much. It was basically to set the mood and give Martha's state of mind after the Farmingham debacle. This chapter has a bit more interaction. Anyhow, I hope you enjoy!**

**Disclaimer: I own nothing.**

Chapter 2 . . .

The respite between the pair, unfortunately, was short lived. As they stalked around a deserted old house at night looking for, a time anomaly, as the Doctor put it, they were caught off guard by weeping angels. Had he not been dragging her after him by the hand, they both might very well have ended up in two totally different times. As it was they were together in yet another stellar time period for someone like her . . . 1969. After about ten out and out rejections or veiled ones, the Doctor and Martha were finally able to get a small place in a co-op. It was definitely a tribute to the hippie culture. Almost everyone there wore tunics, bandanas and bell bottoms and the air inside had the unmistakable tint of marijuana.

The Doctor didn't seem to mind at all while Martha, weighing her options either to stay there or on the street, quickly got over her aversion to recreational drug use. There was one bright spot as far as Martha was concerned. The overseer of the co-op, Kevin Wallace, seemed to be less hippie and more patriarch for the rest of the outfit. He was in his late twenties and looked a bit more bookish than anyone else there but it was the sparkle in his brilliant green eyes as he gave them the tour that sucked Martha in. He had that familiar glint of someone who embraced life.

"So what's say we give you two the "grand" tour?" the young Brit stated.

Martha gave him a warm smile, "Please."

He returned her glow before setting out before the beautiful young woman and the odd wiry man with her. The trio walked throughout the whole complex with Kevin showing them the highlights which included the rec room, the laundry area and finally the common garden. It was here that Kevin tucked Martha's arm through his and lead her ahead of the Doctor who was busy taking in the plant life. Martha was a bit startled at his forwardness at first but eventually chalked it up to the era and lifestyle he lived and allowed it to stand. After giving them a sample of the amenities, Kevin finally brought them to the cozy room she and the Doctor would be sharing.

It was little more than a glorified bedroom. Everything, save the bath, was in one room. The place made her flat back home look like the Ritz but at least, Martha reminded herself, it had a roof and door. Besides, as the Doctor kept reminding her while going through Sally Sparrow's packet, it was only temporary. She knew being stranded, again, but this time without the TARDIS would be tough, especially for the Time Lord but figured as long as they were, she should try to make the best of it. Martha tried to use her imagination to envision the room as a home but was finding it a bit hard because of the fingers she now felt lightly caressing her hand. She glanced down to find Kevin's digits absently teasing her skin. When she glanced back into his face, he gave her a clandestine smile and wink which caused her to slightly blush.

The intimacy of the moment with the handsome young man had her full focus until the Doctor called from the small kitchenette,

"Martha, you have to see this. It's brilliant!"

Kevin easily released her and followed as she moved over to see what had the alien all fired up this time. She found him with his glasses sitting on the tip of his nose, examining what looked like an antique oven.

He turned when he sensed her near and grinned that famous grin, "Look at this. Isn't it brilliant? Don't see these much anymore, eh, unless they're in some ketch store."

Martha could only shake her head at the things that got him excited. She stole another peek over at Kevin who seemed to be studying her more than listening to the Doctor. He gave her another smile before breaking up the stroll down memory lane.

"Look, I better get started making my rounds. I'll let you two get settled and if there is anything . . . " He paused and gazed at Martha before concluding with emphasis, "anything, I can do for you just let me know."

Martha raised a brow at his words and the look that accompanied it. She was usually pretty good at noticing when someone was flirting with her but her time with the Doctor had made her more than a bit gun shy. Yet when she observed him now turning to take his leave, Martha found herself wanting to prolong his stay.

"Kevin," she called.

He turned back from the door and smiled, "Yes."

"I'm curious about job opportunities around here," she softly began.

He glanced over at her flat mate who was still engrossed in the kitchen decor and then replied, "I thought he was a doctor. Why would you need to work?"

Martha gave him a patient smile, "We aren't like that. We're just mates sharing a place which means I have to come up with my half of the rent."

"So you two aren't . . . together?"

She shook her head, "Just mates."

His smile seemed to blossom at that admission, "Well in that case, I think I might have the perfect opportunity for you."

"Really?" she returned not sure how her and the Doctor's status played into her job situation.

"There is a popular music store just around the block from here that is looking for engaging, hip sales people."

"I don't know? I've never worked in a music store and I'm not exactly the hippie type, no offence. What are the chances of me getting a job there with no experience or connection to the scene?" Martha rationally asked.

Kevin though only smiled as he assured her, "I think I can pretty much guarantee that you'll get the job."

Martha placed a hand on her hip and smartly replied, "And how can you guarantee something like that?"

"Because you have already impressed the proprietor . . . me."

She didn't hide her surprise, "Are you serious?"

He nodded, "The job is yours if you want it."

"Of course. That would help us . . . me out so much," she returned with a bright smile of her own.

"So why don't you meet me downstairs tomorrow morning around eight and we can walk around together and get you acclimated?"

Martha was flattered and elated at her luck and promptly thanked him profusely, "Thank you so much. I promise to be a quick study."

He gave another brilliant smile before silkily replying, "I have no doubt."

He then easily took one of her hands in his and brought it to his lips placing a soft kiss upon it. Martha knew mixing business with pleasure was usually not the best idea but there was something about this man that just made her fight against her more sensible side. Besides, she rationalized, it was only a temporary situation. What harm could it do to do something different for a change, especially after the past few months?

The Doctor usually oblivious to anything having to do with her, wandered back over towards the pair just as Kevin was releasing her hand. He raised a brow at the scene but otherwise did not react.

Kevin gave them both a smile this time before finishing, "I hope you two enjoy your stay here and, Martha, I will see you in the morning."

She nodded, "Thanks again, Kevin . . . for everything."

The handsome young man bid them both goodbye and finally took his leave.

Once they were alone, the Doctor turned to her and asked, "So you're going to be working with him, are you?"

She met his gaze, "You heard?"

"Of course, Time Lord hearing and all. So do you really think that's a good idea considering . . ."

"Considering what?"

The Doctor gave her a pointed look, "Considering that he fancies you."

Martha raised a brow but didn't reply prompting him to retort, "Come on it's pretty obvious. The looks and the hand holding. I'd think the kiss on the hand would have been a dead giveaway for you."

Martha couldn't fight a slight blush. Of course he probably saw that. It wasn't like privacy was at a premium here but the fact that he noticed the more subtle things struck her. He usually didn't care enough to pretend to notice but now. . .

Martha sighed, "What's it matter? We have a place to stay and I will be bringing in some income to keep it that way. I'd say it all has worked out."

"And you're alright with using him like that?" he retorted.

Martha flinched at is assessment, "Who said anything about using anyone? He's being nice and we're accepting his hospitality. End of story."

The Doctor held her gaze. He could sense that the interest wasn't as one sided as she wanted to make it appear but again he knew Martha had the ability to dig in and refuse to be pushed so he quietly decided to end the talk with a few words of advice, "Just remember this is only temporary and getting too attached is not a good idea."

"Yeah, thanks, I think I have a little experience with time travel. No getting overly involved," she curtly replied.

He sighed this time, "Martha."

She though cut him off, "It's fine. Look I think we should find a market before it gets too late, yeah?"

He nodded, "Sure. Let's go."

The pair left their shared place in silence.


	3. Chapter 3

**Thanks again for all the amazing reviews! I hope you continue to enjoy.**

Chapter 3 . . .

Life in 1969 was actually going much better than Martha had thought it would. Thanks mostly to the charming Kevin Wallace. She enjoyed working with and living near him. The record shop was lively and the cliental was so down to earth she sometimes forgot she was in the sixties. They joked and laughed plenty and she and Kevin became closer. They usually shared lunch in the park across from the shop and often walked home together. It was these moments that she cherished most because she knew once she entered her shared flat with the Doctor, the joy and camaraderie she had would have to last until the next workday because the Doctor was so focused on getting the TARDIS back that he barely acknowledge her presence except for when she made meals or he got bored. She refused to let his indifference dampen her mood and proceeded with her usual routine once she was home.

She was washing some veggies to prepare when she was startled by the Doctor's voice right behind her.

"So how was your day?" he causally began.

She turned and gave him a bemused look. He was never very interested in her day so his asking surprised her.

"Sorry?"

He raised a brow, "Your day? How was it? Work going well?"

She smiled lightly, "It was good. How about yours?"

"Good. Good . . . so did Kevin walk you home again?"

"Yeah," she replied.

He shoved his hands in his pockets and offhandedly retorted, "Chivalrous of him."

Martha watched him closely as she answered, "It's no big deal. We do live in the same building."

"And work in the same place," he quickly returned.

Martha sighed and folded her arms over his chest, "Yeah . . . so?"

The Doctor rocked a bit on his trainers and seemed to measure his next words before plowing forward, "It's just that you two seem to be spending a lot of time together.

"So? As you pointed out, he is my boss and my landlord. Of course we would see a lot of each other."

"You know that's not what I'm talking about," he replied a bit more firmly.

She rolled her eyes, "Enlighten me."

He sighed this time while running his hands through his unruly mop, "I just think you might be becoming overly involved with him. Remember this is only temporary."

Martha scoffed, "This again. Look, I understand the situation we're in. Kevin and I are just friends. I have crossed no lines or encouraged him to do so. Can you say the same?"

The Doctor narrowed his eyes at her, knowing she was referencing their hiatus in 1913.

"That just makes my point. Look what happened. A lot of people were hurt."

"Well, no worries, I'm not you. I enjoy Kevin's company but it's going no further than that. Are you happy now?"

Then without waiting for a reply she turned back to her task. The Doctor stood watching her back for long while before finally turning back to his own project. He knew Martha was sensible and would not intentionally interfere in the flow of time but he also knew that humans were prone to attachments and he didn't want to see anyone else hurt, least of all her.

* * *

><p>After work the following day, Martha was in no rush to head home so she began to stack and resort some albums. She knew Kevin usually stayed late Fridays to catch up on some paper work so she thought she'd hang out until he was done and then they could walk back to the co-op together. So she was surprised when he popped out with his tote ready to head out. He smiled when he saw her and she returned the gesture.<p>

"Leaving so soon?" she asked.

He nodded, "Yeah, it's my turn to host movie night. A few friends of mine and I kind of rotate coming by each other's places and watching whatever cheesy B-movie BBC One plays that night. It's a great way to unwind."

Martha nodded, "I bet. Well, I hope you have fun. I better get going myself."

She then turned and began towards the counter that housed her own bag. But before she could get too far, she felt Kevin's hand lightly touch her elbow causing her to turn back. His smooth, sure smile never wavered as he inquired, "Do you have to? I mean so soon? I would love for you to come and hang out."

Martha raised a brow, "I don't want to intrude."

"You're not. I want you to come. In fact I planned to stop by your place and see if you were interested." He paused briefly before adding offhandedly, "You can even bring your doctor friend if you like."

She thought about the offer and then about bringing the Doctor. She wasn't sure she wanted the two sides of her life colliding. It felt good to have something that he had very little involvement in. So rather impulsively for her, she replied, "In that case, I would love to. Unfortunately, the Doctor is busy with some major project so I doubt he will be interested."

She noticed that his face seemed to brighten at that admission and briefly pondered it before he cut through her thoughts, "Alright, let's say we get going. Everyone should start arriving shortly. I need to set up."

"I'll help," she happily replied as they swung by the counter for her to grab her bag. The pair then headed off.

* * *

><p>Martha entered Kevin's place for the first time ever and was instantly struck by the hippish style that was belied by his own personality. He noticed her looking about and glided up behind her and softly spoke near her ear, "I have to keep up appearances. Most of my friends are heavily into the life style."<p>

She turned slightly and gave him a small smile, "Interesting."

"Indeed," he returned.

The pair then worked in companionable silence, setting up snacks and cushions for the guest and shortly thereafter they were joined by ten other people and cheesy movie night began. The group sat through two rather awful movies with a third one cuing up when people started to make their excuses for going. Martha was dozing on the sofa next to Kevin when the last of his guest had begged off. Kevin saw them off before quietly beginning to clean things up. Once things were back in order, he rejoined Martha on the couch causing her to stir. She gave him a lazy smile as she spoke, "Sorry. I must have been a bit tired."

"No worries. I might have to have a chat with your boss about all the work he's been giving you," he playfully retorted.

She bantered back, "Yeah, he can be a real tyrant sometimes."

They both shared a chuckle at their banter before a wash of seriousness overcame them. Their eyes locked and Martha became suddenly very aware of how close they were on the sofa. As if on a string, Kevin seemed to be drawn closer and closer to her until his lips were but a hairsbreadth from hers. Martha knew what was coming next and when his lips finally made contact with hers she easily allowed herself to be caught up in the feel of it. The young man's lips were firm but tender against hers and she found herself being drawn more and more into the exchange. Unfortunately, it was as she began to relax that a familiar, and frankly nagging, voice began to echo in her mind. _Don't get overly involved, Martha. This is only temporary._

Damn Doctor. Even when he wasn't around he was affecting her. As Kevin's fingers began to move from their gentle caress of her cheek to a more possessive grasp of her neck, Martha's conscious finally won out and she gently began to pull back from the embrace.

Kevin's half lidded eyes caught her own with an obvious question. She gave him a faint smile as she quietly began to respond to the look, "Kevin, I'm sorry. I shouldn't have let that happen."

"Why not?"

"Well, there are the obvious reasons. You are both my boss and my landlord."

He shook his head lightly, "OK but were also friends, right?"

She nodded before lowering her gaze slightly, an action that cause him to place a finger under her chin and lift her eyes back to him.

"But that's not why you're stopping yourself, is it? It's the Doctor, right?"

Martha leaned back from his touch and sighed, "Yes, but not how you are thinking. He and I . . . well we're complicated and in all honesty, this whole situation is temporary. Because of his work, we rarely stay in one place too long. I just wouldn't feel right encouraging you when I know it won't last."

"Martha," he continued, "Life is too damn short to worry about what might happen later. If living here among this lifestyle has taught me anything, it's that you have to live life for the present and let the future take care of itself."

He paused and moved back into her personal space before concluding, "If we have nothing but this moment, let's not waste it on what comes next. You are an amazing woman, Martha. I felt it the moment I laid eyes on you and anyone who doesn't appreciate that doesn't deserve to have your loyalty and affection."

Martha was a bit unnerved at how he seemed to be reading her so well. It was as though he knew about her unreturned feelings for a certain alien and was trying to assure her she was not the problem. She sighed again, feeling like she should be firmer in spite of the warmth she felt at his obvious interest in her. After all, he didn't know or understand the issues of time and space that were at stake. So with a bit more resolve, she tried again to deter him. "You have no idea how much your sentiment means to me but . . ."

He words we cut off by Kevin's lips once again finding hers. It was a soft, short peck, meant to quiet her and did it's task well. Softly, as he held her face in his hands, he replied, "Then just accept it and embrace the moment."

He then leaned in again and pressed his lips against hers and waited to see if she would respond. Moments later, Martha found herself giving in to the embrace and before she knew it, she lying back on the sofa with Kevin pressed over her. Their kiss was becoming quite involved with his hands roaming from her face and neck downward to her sides and waist while hers moved through his sandy brown hair and across his solid chest. His hands had just started their journey underneath her top when a frantic knock snapped the amorous pair out of their moment.

Both were breathing heavy and Kevin groaned in frustration as he gazed down at his tousled companion, "I swear some day's it just doesn't pay to be the head honcho."

She gave him a small smile as another louder knock soon followed.

"You better get that."

He stole one more meager peck of her lips before rising from above her and starting towards the door. Martha began to regain herself, silently chastising herself for getting so caught up in someone she barely knew. Was she really this hard up for affection? She was brought out of her musings by the door finally opening and a familiar and slightly anxious voice speaking to Kevin.

"Have you seen Martha?" the anxious Time Lord inquired.


	4. Chapter 4

**Disclaimer: I own nothing.**

4 . . .

The younger man studied the older one for a long moment without answering. It was odd to him that the man standing before him could seem so concerned right now but in other instances appeared so cavalier about his flat mate. He had watched the pair interact when they were about the co-op together and he always seemed to be focused on something else but would turn to her when it suited him with the expectation that she would be right there at his side. The dynamic both vexed and intrigued him. At the moment, however, it was clear he was apprehensive about her absence, though he couldn't be sure if it was about her well-being or his own need for her presence. Kevin finally regained himself enough to reply, "Yes, as a matter of fact . . ."

His response was cut off by Martha stepping up behind him, "I'm right here."

The Doctor's eyes narrowed immediately as he began to assess the scene before him. Martha was obviously a bit disheveled both physically and demeanor.

He raised a brow as he began, "When you didn't come home, I got concerned."

Martha had the decency to look a bit sheepish. She knew she should have let him know she was going to be late but a part of her, larger than she'd like to admit, wanted him to squirm and in fact wasn't sure she'd really be missed.

"Yeah, I'm sorry about that. I meant to swing by but then things kind of snowballed."

"I'll bet," he tersely retorted.

Martha balked at his tone and the inference behind it. She didn't appreciate either but refused to make a scene in Kevin's flat so she fought the urge to snap back. Instead she turned back to her host and gave him an apologetic grin, "I guess I better go. Thanks for a lovely evening."

Kevin returned her beam, "It was my pleasure. I'll see you at work tomorrow?"

"Count on it."

She then turned back to the Doctor with an even countenance now in place. His eyes steadily watched her as she headed out the still open door. Then with one more cool glare at the other male, he turned and followed her back to their place.

* * *

><p>Once they were back in the confines of their own flat, the Doctor could not seem to stop himself from questioning her, "So what was that?"<p>

"What was what?" she demurred.

"You know exactly what I'm talking about. First you don't come home and then I find you alone in some guy's flat doing who knows what. What has gotten into you all of a sudden, Martha Jones?"

Martha was losing the battle to keep her anger in check as she coolly replied, "First of all, don't talk to me like I'm a child. I'm a grown woman. Second, if I was a betting woman I'd say the only reason you realized I wasn't home was because there was no dinner made. And as for what I was doing in Kevin's flat that is so none of your business."

The Doctor looked fit to be tied, "Not my business! You are my responsibility, Martha. For all I knew you were dead in a ditch somewhere. And for the record, I noticed that you were missing well before dinner. I walked to the record shop and to a couple of other spots we had gone to looking for you as well as checking all the common areas here. Kevin was my last stop. And finally, if you'd behave more like a grown up, I wouldn't have to treat you like a child."

"Go to hell," Martha abruptly retorted.

The Doctor's eyes widened at her burst of anger but he was not dissuaded, "Oh, how very grown up of you."

Martha shook her head, "I'm so sick of your self-righteous, self importance. It's always about you, Doctor. I'm tired of it. We are stranded here for the foreseeable future and I will not let you make me feel guilty about making friends."

"Is that what I walked in on, you making friends?"

"As a matter of fact yes. He invited me over to watch movies with him and some friends and I had a nice time. What is so wrong with that?"

"So you're telling me that was all there was to it. Just mates hanging out?" he skeptically returned.

Martha hesitated. She didn't want to lie because then it would seem like she was ashamed but she also didn't want his opinion on what had happened and what might have happened had he not come to the door. The Doctor, though, read her silence easily and offered his opinion anyhow.

"That's what I was afraid of. Emotional attachments are no good in situations like this. When we get the TARDIS back then what? Will you want him to come along? That's not how this works. We don't interfere in events unless it is absolutely necessary."

"Enough! You have some nerve talking to me like this considering the situation we were in previously. So it's Ok for you to mingle and fall for someone but the instant someone takes an interest in me it's just the worst thing in the universe. The fact that this has nothing to do with you is what's really bugging you. That someone is more interested in getting to know me than you is just killing you isn't? Well, tough. You don't get to dictate my life, understand?" she coolly replied.

The Doctor shook his head at her assessment, "You're so wrong, Martha. I'm not trying to steal your spotlight or control you. As you said, I just got out of a similar situation and we both saw all the damage it beget. Are you really willing to have a repeat of that just to spite me?"

This time Martha shook her head, "And here it is again. Not everything I do is about you. I enjoy spending time with Kevin. Period."

"We both know there's more to it than that."

Both of their minds fluttered to her desperate confession as she struggled to get him to open the fob watch back in Farmingham. Martha, though, refused to concede to his appraisal.

"Whatever. You know, I'm tired of this conversation."

She then moved as though about to head over to the bedroom section of the flat but the Doctor stopped her cold with his next words, "Did you sleep with him?"

She turned on him, "Who the hell do you think you are? You don't get to ask me questions like that. Ever. What I did or didn't do is none of your concern."

The Doctor recognized her defensiveness immediately and knew he had hit closer to home than Martha was willing to admit. He was also struck by feelings of hurt that he did not even want to begin to examine. So he did something quintessentially human and lashed out in return

. Coldly, he sniped, "I knew this was a bad idea. I should have just taken you home after that one trip like I had intended. One day I will learn to avoid humans as companions . . . Too easily attached to anything that gives them a second look."

Martha flushed with anger and her eyes narrowed.

"You know what? You won't have to worry about it much longer. As soon as you get the TARDIS back, you can take me back home. I don't need this."

Those words were like a hard smack to the Doctor's face. She had just gone and said the one thing he had not been ready to hear. The biggest part of him hoped it was just her anger speaking but as she glared at him a moment longer before finally turning and walking away from him, the sharp pain in his chest at her words and demeanor told him something quite different.


	5. Chapter 5

**Sorry for the delay but I wasn't sure where I wanted this part to go at first. I finally decided it would be a filler chapter to help transition into the real meat of the story. I hope you all continue to enjoy and as always thank you for your comments and interest.**

**Disclaimer: I own nothing.**

Chapter 5 . . .

The next morning the tension of the previous night remained between the two flat mates. Both Martha and the Doctor sat at the kitchen bar, silently sipping their tea and staring at anything but each other. Neither seemed interested in further conversation about the night before but for totally different reasons. Martha hadn't slept well at all after their blow up mostly because a part of her knew the Doctor was right about her behavior. She was being quite reckless about what happened and what might have happened between her and Kevin. That wasn't her. She didn't go around messing about with random guys but she was so tired of feeling so isolated and alone and Kevin was so warm and welcoming . . . she knew it wasn't fair to him. She was assuaging her own loneliness by cozying up to him, knowing it was a temporary situation.

The Doctor, on the other hand, did not want to revisit the night before because of the way it ended. He knew he had pressed Martha too hard and her declaration that she wanted to go home had shaken him. He'd lost companions before but he just felt like he wasn't ready for her to go yet, not by a long shot. There was still so much he wanted to show and share with her. However, his pride would not allow him to say as much and instead he hoped that in the light of day she had calmed down and would recant her request. The silence extended until Martha finally finished her cup and began to rise. She placed her cup in the sink and then began towards the door before stopping and turning to her housemate and finally speaking in an even tone, "I might be late tonight. It's my turn to do inventory."

The Doctor studied her for a brief moment before giving her a slow nod. Martha turned again to go when he softly called to her, "Martha."

She paused her retreat and turned back to him once more. A part of her was preparing herself for another lecture but instead he gently added, "Have a good day."

She gazed at him for a moment, trying to read for any sarcasm or insincerity but finding none she quietly returned, "Thanks. You too."

And with that she finally took her leave. The Doctor exhaled an anxious breath before finally turning his attention back to the device that would aid in them regaining the TARDIS and hopefully continuing their travels together.

Ten hours later, Martha stood warily at the front door of her flat briefly replaying the most taxing day she'd had in 1969 since their arrival. First it was the tense morning with the Doctor and then when she arrived at the record shop she was called into Kevin's office where she had to awkwardly explain why what happened the night before could not happen again. He tried to convince her they didn't have to label what they had but Martha knew anything that happened between them would be more about her using him than anything else and she just wasn't that kind of person. She was prepared for him to withdraw the hospitality he had bestowed on her because of her rejection but instead he only added that he hoped the Doctor was worth her loyalty before sending her back out to work.

Now after her long shift she returned to what would no doubt be a silent night alone as the Doctor tinkered with his device. She inhaled heavily and determined she would not let this situation beat her down as the one back in Farringham had. She would simply do as she always did put on her best face and pretend none of it was getting to her. With that resolve in mind, she finally stepped into her shared space and was greeted by two very surprising sights. The first was the Doctor sleeping on the secondhand love seat that someone at the coop had offered to them. Rarely had she ever seen him be still let alone sleep. She stood for a few brief moments just watching the uncommon event when her eyes then trailed to what appeared to be a completed device on the crate and plywood turned table right next to his bed. Martha couldn't fight a small smile at the scene. As annoying and clueless as he was oft to be, he did always seem to come through in the end.

Her eyes eventually trailed to the miniature kitchen area which immediately caused her stomach to remind her she hadn't eaten much that day. She had worked through her lunch not wanting another awkward encounter with Kevin. She began to think of what she could whip up quickly before turning in for the night. It was just as she began to mull the possibilities that she was greeted by a small note with her name on it on the bar that separated the kitchen from the rest of the room. Picking it up, Martha began to read and allowed a small smile to blossom at what it offered.

_Martha, _

_Wasn't sure if you would eat before you came home so I left you some dinner in the stove. Bon appetite._

_The Doctor_

She cautiously made her way over to the oven and found a plate of some sort of casserole within along with rolls. She took a sniff and was instantly ravenous. Sitting it on the bar after grabbing a fork, she took a bite of the concoction and nearly moaned from the delicious flavor of it. Martha's gaze once again fell on the slumbering Time Lord and was again left wondering what to make of this alien who continued to surprise and exasperate her constantly.

Two weeks later, Martha found herself staring at the door of the familiar craft that had taken her on some the greatest adventures of her life. The blue police box was definitely a sight for sore eyes and she knew if it was a relief for her to have it back it was like nirvana to her shipmate. Which was why when it finally returned to them, she gave into his joy and joined him in an excited embrace before letting him go off to reconnect with his beloved vessel. She had puttered around their flat making sure she had given everything away that they'd planned to and gathered anything she intended to keep. It was right before she was prepared to go join the Doctor that she was greeted in the common area by Kevin.

They hadn't spoken as much as they had before that night but he remained cordial, which Martha completely appreciated. Now as they stood before each other it appeared both were having a difficult time knowing what to say. It was finally Kevin who broke the stalemate, giving her a warm smile before quietly beginning, "So I guess this it?"

She returned his gesture, "Yeah . . . it is. I want to thank you for all your hospitality."

"It was my pleasure."

Martha gave him another small smile, "Well, I guess I better get going."

He only nodded causing her to turn and begin for the door but before she could exit he called after her. She turned back and waited as he added, "Take care of yourself and do what's best for you, alright? Just from the little time I've known you, I know you are an extraordinary person who is going to do so much in this world. Don't let anyone or anything make you feel differently."

Her smile grew as she nodded, "I won't and thanks."

He quickly moved closer to her and pulled her into a warm embrace that ended with a small peck on the corner of her mouth. The pair shared one more lingering gaze Kevin finally released her and headed back the way he had come.

Martha took in a deep breath before finally turning the knob on the door and taking her first steps into the TARDIS in months. The ship hummed in welcome and the young medic couldn't help but glow at the warm greeting. Her smile though slipped away when he eyes fell upon the Doctor, who was still, it seemed communing with his ship with his eye closed in a small smile playing on his lips. She had been struggling with herself since she angrily declared her desire to return home. A part of her had regretted her words the moment they spilled from her lips but a bigger part felt like it was now the right time to make that break. She had been running from the turmoil of her family life when she accepted his offer but was also more than a bit curious about what he could show her. As it turned out in the end, behind the wonder and adventure she had only found more turmoil with her shipmate. Part was of her own making but the other was his inability, it seemed, to see her as her own person and not some pale imitation of a former mate. No, it was time for her to get back to her life and make it what she wanted it to be.

So with another quiet sigh, she began towards the corridor that led to her room. She'd just made it to the hall when his voice called her back, "There's no place like home, hey Martha."

She slowly turned to face those haunting brown eyes and gave a half smile, "So the saying goes."

The pair stood studying each other for a long moment. It was clear there was so much being left unsaid by both but because of stubbornness or fear neither seemed willing to be the one to breech the topics. A small part of Martha had hoped that maybe he would ask her to reconsider her choice but she quickly pushed that part aside knowing that to him, she was nothing more than another in a long line of companions. He would soon find someone else to fill her place, maybe even go back for Rose. No, she was done living with her head in the clouds or the cosmos as maybe the case. She was a scientist who dealt in rational facts and the fact was she was never going to be to him what she wanted and she would just have to accept that. So with more resolve than she thought she had she finally continued, "Speaking of which, I was just heading off to pack up my things. You can just drop me by my flat."

She couldn't decipher the look that passed across the Time Lord's face at her words but figured it was just relief at not having to be the one to ask her to go.

As she gave him a nod and continued on down the hall, the Doctor was feeling numerous things but none of them were the relief Martha guessed. He had hoped she would have changed her mind about going. Things had gotten better after their blow up. He was being more considerate of the fact that she was working just as hard as he was at keeping a roof over their head and had even laid off Kevin, even though he noticed she was spending less time with him. The Doctor had even taken over cooking dinner, usually having something waiting for her when she returned from work. They had begun to talk and laugh more together and it felt like they were again those two time travelers out their enjoying the universe. Now as his eyes remained fixed on the empty corridor she'd just escaped through, he knew that she was only making the best of the situation until they could get the ship back. She was now ready to walk away from him and the universe and he wasn't sure he could find the gumption or courage needed to convince her to stay.

A short time later, Martha rejoined him in the control room with a small duffle bag at her side. She felt the ship land as she made her way to the front and prepared herself for an awkward good bye. She found him once again fiddling with the controls and prepared to say something when he beat her to the punch,"Sorry. We aren't in London yet I had to make a little stop off in Cardiff first."

Martha's brow furrowed, "Cardiff? What for?"

He finally looked up and gave her a dimmer version of his manic smile, "A pit stop. There's a rift that bleeds energy here and is just what the TARDIS needs to recharge."

"Like a petro station for TARDISes then?"

"Exactly," was his quick reply as he proceeded to flips switches and such. Martha couldn't help but quietly chuckle to herself at the familiar dance that she knew she would miss. Moments later both she and the Doctor were violently tossed about as the sentient machine jerked and then abruptly began flight again. Martha managed to make it over to his side and glanced at the screen that was flashing and then back to him as she anxiously shouted, "What's happened? Why are we in flight?"

The Doctor gave her a quizzical looked before turning back to the screen and replying, "Something has got her on the run. We're heading forward in time . . .one thousand . . .one million . . . no one trillion years into the future."

The two friends shared a look of complete shock just at the ship again slammed down, jostling all inside. Once they got back to their feet, the Doctor stood silently studying the screen just long enough to grate on Martha's nerves. Finally, snippily she inquired, "So where are we then?"

He slowly removed his gaze away from the screen and back to her as he began, "Oh Martha. Martha Jones, you and I are somewhere even us Time Lords have never been . . . at the end of the universe."

Her eyes widened with curiosity and apprehension, " Sorry. Say that again."

His brows raised as well, "We should really not be here. We should go."

The fact that the Doctor was saying these things unnerved her like nothing before but just before she could become overly concerned, his demeanor switched to one of joyous curiosity, "Fancy a look?"

Not sure what to make of his mood swings and stopping short of thinking this some ploy to keep her around a bit longer, Martha decided one more adventure for the road couldn't hurt. So with a matching grin of her own she nodded and was soon following him quickly down the ramp and out the door only to be plummeted into almost complete darkness. But for a few stars twinkling above there was no artificial light around.

"Wow. Why is it so dark?" she asked.

The Doctor glanced around some as he replied, "It's the end of the universe. The Sun's all but gone out. There are fewer stars as well. It looks like the last of humanity is either gone or hiding away somewhere."

Martha shook her head, "It's so desolate. So . . ."

Her words were cut off by a flash of something catching her eyes. She glanced off to their right and down and caught sight of a body a few feet from them. Immediately she kicked into doctor mode and dashed over to the fallen man. While she knelt down beside him to ascertain his condition, she didn't notice the Doctor strolling casually towards her studying the prone body with great intensity. Martha attempted CPR but when it didn't seem to be working, she rose and dashed back into the TARDIS for a medical kit. When she returned she found the Doctor towering over the man and looking less than concerned. She gently nudged him out of the way and dropped to her knees again, searching for a pulse before looking back up to him and sadly stating, "I think he's gone."

Just as she finished her words she heard a gasp and felt a strong hand grasp her wrist both actions startling her deeply. When she found his face again, a pair of sparkling blues eyes gazed up at her and a seductive smile soon followed as he inquired, "And who might you be?"

Martha couldn't help but return his infectious glow as she wispily replied, "Martha."

"Captain Jack Harkness."

Just as he reached out to touch her cheek, the Doctor curtly interrupted, "Don't start."

His words snapped both out of their momentary stupor and the pair slowly began rising to their feet.

The two men then proceeded to eye each other for a long moment before breaking into smiles and embracing warmly. Martha was stunned to say the least and asked, "You two know each other then?"

The two men glance back at her and nodded.

"It's a long story," began Jack.

Martha shrugged, "I think we have plenty of time for you to share it considering."

Jack nodded this time, "Fair enough."

He then held out his arm like a proper gentlemen and once she had clasped her hand around it the Captain motioned for the Doctor to lead the way so that they could explore while they explained their connection. He had just began to discuss his time in the 1900's when they we interrupted by a piercing scream. When they looked in the direction it came the trio glimpsed a single figure running just ahead of a group touting crude weapons and torches. They all shared a look before rushing head long into the throng and into yet another adventure that was destined to change each of their lives immensely.


	6. Chapter 6

**Thanks so much for all the lovely comments. I hope you continue to enjoy!**

**Disclaimer: I own nothing.**

Chapter 6 . . .

Martha again found herself standing before a mirror staring at herself but not really seeing herself. Instead, after having survived yet another unimaginable trial, she stood recalling the moment from the whole ordeal that was most indelibly seared into her mind. After everything that had occurred- the hiding, the fear, the destruction- watching the Doctor sob over the body of the being who had instigated so much damage left her with two equally powerful emotions. On the one hand she could sympathize. He'd spent so much time believing he was the last of his kind and to now watch the final remnant of his world stubbornly refuse to save himself made her heart ache for him. Once again, he was all alone in the universe. Yet another emotion simmered more fiercely, anger. That he could so freely shed tears over someone who had caused so much chaos. Someone who sought to destroy him and the planet he claimed to care so much about just triggered a natural human reaction. She was again reminded of just how much everything and everyone seemed to matter more to him than she ever would. The Master had done everything he could to hunt her down and end her but at the end of the day even he garnered more emotion from the Time Lord than she could ever manage.

As she allowed herself to briefly think back over all that had transpired since she, the Doctor and Jack landed on that desolate planet a trillion years into the future, she came to realize that the death of the Doctor's demented "kin" signified the end of so much. She, Martha Jones had walked around the entire Earth with nothing but her determination and hope that it would make a difference. When the Doctor had whispered into her ear his hasty plan as they sat upon the Valiant watching the Master cheerfully decimate her planet, she initially thought him mad. However when his then withered countenance turned those all too familiar brown eyes on her she knew both that he was deadly serious and that she would not and could not deny him. The few tears she shed as she gave everyone in the world, minus Leo, that she cared about one last look before she teleported away were the last ones she shed until that fateful day she was forced to watch Japan burn as she fled on a cargo ship bound for America.

Her journey was arduous and cost her and many others so much but when she returned to the Valiant and the Doctor's plan succeeded she couldn't help an indulgent smile at being part of something so amazing. But now it was done and she was back on Earth preparing to deal with the aftermath of a year that never happened for all but a select few. Her family was shaken to the core and she too felt as though her whole reality was turned upside down. Martha, though, knew she had to hold things together. Her family was in this state because she had brought the Doctor and his world into their lives. It was now her responsibility to get them through this and she would.

So with a deep sigh, she gathered her resolve and prepared to do what she had intended before any of this had ever happened. She briefly stopped by the kitchen where her family was gathered, giving them a small smile of acknowledgement and reassurance before continuing on and out to the sentient ship that housed a world full of wonder like she had never known. The moment she crossed the threshold Martha knew this would one of the hardest things she would ever have to do. As the Doctor began to babble one about starfire and Agatha Christie, she knew that he knew what she was planning to do. He probably wanted to believe that if he kept talking she would let him and they might still steal off again on more adventures. Martha, however, knew this was the end of the line and both would have to face that truth.

"Okay," he said as he took in the reservation on her face.

She nodded in agreement. "I just can't."

"Yeah."

"Spent all these years training to be a doctor, now I've got people to look after," she said. She paused briefly to consider the truth behind that statement. Being a doctor had always been important to her and now with everything that had occurred, her family needed her more than ever. She had literally put her whole life on hold to travel with him but now was the time to step back. "They saw half the planet slaughtered and they're devastated. I can't leave them."

"Of course not," he said through slightly clenched teeth. The Doctor knew well what her family had endured and that her sense of duty to them, as well as guilt, played a role in her decision. However, he knew it wasn't the only reason she now stood before him preparing to leave him behind like so many before her. He attempted to give a small smile as he stated, "Thank you."

He then quickly moved in to hug her, and despite some minor trepidation on both their parts at the gesture and what it symbolized, Martha willingly accepted his embrace. As she sank into the hug she allowed herself a final few moments to recall some of the other times they had shared similar holds, old New York, New New York, her flat after that Lazurus fiasco, on the ship sailing towards the sun . . . 1913 after everything was said and done. So much longing and unfulfilled desire . . . she had to let this go before it totally destroyed her. That reality brought her out of her reverie. She knew she that no amount of desire from her was going to gain the thing she had longed for since she joined him in his ship. Time and again, he chose someone else over her. It was definitely time to, as Kevin said, do what was best for her.

After a long moment, they eventually pulled away from each other, and he said, "Martha Jones, you saved the world."

"Yes, I did," she agreed. "I spent a lot of time with you thinking I was second best, but you know what? I am good!"

And that was the crux of their relationship. For so long he denied and rebuffed her for the sake of a memory. Martha had stuck it out for as long as felt she could but it was clear now that she was done living in another's shadow.

"You going to be all right?" she asked in spite of herself. Even with her epiphany about them and no matter how much drama they had shared, she found herself worrying for the solitary alien.

"Always, yeah," was his half-hearted reply.

"Right then," she whispered watching him with a bit of disbelief. If she didn't know him better she would have sworn he was a bit upset at her leaving but then again, she did know him well enough to figure the look was more relief that the conversation was at an end than anything.

So when it became clear that nothing else was going to be said on the matter she propped up on her tip toes and placed a quick peck on his cheek before softly saying, "Bye."

As she turned and began to walk away something finally clicked in the Doctor's mind. His time imprisioned on the Valiant had given him lots of time to think about a lot of different things, including his true feelings for his current companion. With each new story about her travels, either when the Master boasted about nearly catching her or whispered stories from guards they heard from their comrades who were part of the search, he found himself feeling more and more impressed with her determination and tenacity. It was these thoughts that then turned to what other attributes about her he cherished. Her compassion as she had displayed numerous times in their travel together . . . her loyalty in refusing to leave his side even when it was dangerous to her. But most of all it was her heart.

The fact that he had repeatedly, and often knowingly, stepped on her feelings trying to keep her at bay, trying to deny his attraction to her yet she continued to stand by his side washed over him as he sat withered and helpless on that ship. Even as his mental powers worked to integrate himself into the matrix the Master had created, he found that more of his mind began to wander to her and hope for not only the success of their mission but her safety as well. He became anxious to see her again, to have her back at his side to face the universe together once more. And now as he watched her move to the door preparing to walk out of his life for good, the Doctor felt like this was the moment to swallow his considerable pride and admit that he needed and wanted her to stay.

So it was just as she began to open the door that he took two quick, long strides and planted himself behind her. In one sharp motion, he pushed the door closed obviously startling her. Martha whipped around to find the Time Lord mere inches from her questioning face. Without another word, he drew her into a surprising and intimate embrace. His lips were on hers before she ever had a chance to properly react to his presence. Initially, she had been so shocked that she didn't reciprocate his action, instead just standing limply in his grasp but as he moved to deepen the exchange she found herself gradually becoming caught up in the sensation.

As one of his hands trailed down from her face to rest upon her neck, Martha slid her arms up to rest upon his chest. Feeling his dual heartbeats pump frantically at their current activity, she found herself melting further into the embrace. The Doctor, for his part, took her matching vigor as a good sign and gently slide his other arm down to grasp her waist and pull her closer to him. It was this action that finally snapped Martha out of the moment. Never had the Doctor held or kissed her so intimately. As many times as she had dreamed about such a moment her rational nature soon took over and convinced her this was not what it seemed. Something else was driving him and she needed to know what.

So with all the resolve she could muster, she used her hands positioned on his chest to gently begin to push him away. The Doctor noticed the action immediately and grudgingly began to pull back from her but maintained contact with his forehead touching hers. Martha was slightly winded while the Doctor just patiently watched her and waited for her response. Once she caught her breath she tilted her head back from him and looked him squarely in the eye as she found words, "What was that then?"

The corner of his mouth twitched with mirth as he quietly replied, "Something that was a long time coming, wouldn't you agree?"

She continued to scrutinize him as her next words came out, "What are you playing at, Doctor?"

"I don't want you to go." Even to his own ears it sounded selfish, especially with everything her family had just gone through. The Doctor, though, found himself determined to be selfish just this once. He was always putting the greater good first but just this once . . .

Martha inhaled deeply. Of course. The kiss and the timing made sense now.

"I see. So this is your way of convincing me to stay?"

One corner of his mouth turned upwards, "Is it working?"

Martha was infuriated. How dare he use something that she had longed for so long against her like this?

More forcefully than before, she pushed free from his hold and gazed on him with fire in her eyes.

"So this is more of the same is it? This is about you and not wanting to be alone. You would use something . . . use this to try and entice me to stay and then what go back to the way things were once I agreed. How dare you?"

The Doctor was still trying to recover from her sudden departure from his hold and her reaction to his slight teasing was not anything he had been expecting. Yet as he quickly ran her comments through his mind he was enlightened to why her reaction was so negative. She thought he had only kissed her as a bribe to stay with him.

He quickly held up his hands and calmly attempted to explain that was far from the truth.

"Martha, I would never . . ." he paused that thought as memories of suggestive moments that seemed to give her hope of something more in their past passed through his mind's eye. He sighed and began again, "That is not what this about. No, I don't want you to go but not because I would be lonely. Things have changed so much over the past year. You could say I have woken up to many things."

Martha had to admit she was intrigued but a small voice in her mind kept nagging at her that this was just more of the same. He would give her hope of something more and then take it back the moment he had her hooked again. She shook her head and took another step back bumping into the closed door in the process.

"I want to believe you, Doctor. God knows I do. But months of travel tell me that this scenario is preposterous. So you've had some sort of epiphany and now you want to be with me? That's what you want me to believe?"

The Doctor took a step closer to her, "It's the truth."

She side stepped him as he attempted to draw closer and continued a bit cynically, "And all it took was me risking life and limb by traipsing around the planet trying to avoid a mad alien while singing your praises."

He reached out and touched her chin, causing her to look him in the eyes once more before he responded, "No, it just took me being apart from you, not knowing if you were safe, wondering if you would make it back and remembering all that we had endured together before this. I realized that I was not ready for this to end."

Once again, Martha was left trying to figure out this enigmatic man standing before her. So many times he had seemed to give her hope. Those looks and smiles that sent her heart racing and making her think that maybe he was finally seeing her without the shadow of the past seeping in. Then reality would crash in on her again and remind her that she was just a stand in, that his hearts would always be occupied by another. She would never compare and frankly she was tired of trying to live up to the memories. So with a deep steadfastness she looked him in the eyes and stated, "Yet end it must. I finally figured out that you cannot give me what I need and I have no right to expect you to. It's time for us to go our separate ways for many reasons with the most important one being you have too much control over my life."

She could see that her words had him set to protest but she quickly continued before he could interject.

"Never in my life has someone had the ability to make me feel so many things, good and not so good. Just a word, a look or a gesture from you seems to affect everything I am and I can't allow that. I need to be able to be who I am and have that be enough. With you, right now, I don't feel that way. I have to put my needs first for a change. I need to finish what I have started with school and make a life of my own."

She paused again and gazed at his disheartened countenance as she concluded, "I'm sorry but I have to go . . . for me."

And with that she turned again to the door and began to make her exit. The Doctor swallowed thickly at her words. He knew he could not deny that he had hurt her so many times but had not been fully aware of just how much until this moment. He had never meant to make her doubt herself but had managed to do just that. Now she was walking away and there was a real chance that he would never see her again. His instinct was to reach out and prevent that outcome but another, bigger part of him, felt like he had no right to try and convince her to stay when it was clear she needed to go.

So silently he watched as she pulled the door open and began to step out. Then she stopped as though she just remembered something and then turned back to him. He watched her quietly as she stepped back over to him and took in a deep breath before gently saying, "I just want you to know, I'm not upset or angry at you. You opened up the entire universe to me and I will always cherish those times. My walking away is about taking back control of my life and becoming the best doctor and person I can be."

He gave her a sad smile of understanding. She then reached into her back pocket and pulled her cell phone out. Looking from the contraption back up to him, he was surprised when she held it out towards him. Then with her first hint of a smile in a long while, she softly concluded, "Maybe, one day after I get myself together, I might give you a call and if you're still around you might consider answering that call."

She then quickly pressed the phone in his hands before he could protest and briskly turned and exited the sentient ship.

Once she was out of sight, the Doctor strolled back up to the control panel and took a seat on the captain's chair before looking down at the small device. He sadly smile before tightening his hold on it and making a vow to himself then and there that no matter what was going on, when and if she called, he would answer.


	7. Chapter 7

**Hey all, I want to thank you again for all the awesome comments and alerts. I'm sorry to be so sporadic with my updates but I'm nearly finished with my thesis revisions which means more time for my fics. I hope you continue to hang in there with me.**

Chapter 7 . . .

Martha stood outside studying her cell phone anxiously. Nearly eighteen months had passed since she last laid eyes on or spoken with him. In the beginning of her self- imposed exile from him, she found it difficult to not think of him often, especially in light of the kiss they shared right before she left. If he only knew how much she wanted to embrace the gesture as a sign of something new between them she doubted that he have ever let her leave. Yet she had also been truthful about allowing his reactions to define her. She needed the time away to rediscover herself exclusive of his presence. And for the most part she felt she had.

It turned out that her unique position as one who remembered the year coupled with her experience with the Doctor put her on the UNIT radar. They helped expedite her medical training and brought her on as medical officer once she was official. If she lied to herself, she could almost convince herself that it was her abilities as a medic that had gotten her in the door but she knew as talented as she was it was the high recommendation from an "impeccable source" that had gotten her to where she was. During her brief stint with Torchwood, Jack had said that maybe the Doctor thought he owed her especially after everything to do with the year. Regardless, Martha was both dreading and anticipating this call. She had wanted to make it of her own accord more than a few times but anxiety about what to say or even how he would react kept her from doing so. She figured he moved right along with another companion and would probably not appreciate being summoned away from his adventuring for no particular reason. So she fought the occasional urge she had to dial that familiar number and set about moving forward with her own life as well.

She had some good friends, her family was recovering and she finally found a guy who adored her. She was content for the first time in a long time and so it would only seem appropriate that a threat to earth that no one earth bound could handle was preparing to shatter that and bring both her past and present face to face. She sighed anxious about how this would all turn out before finally opening her phone and dialing the all too familiar number. . .

* * *

><p>Donna contemplated whether or not to ask the Doctor about the silver cell phone he seemed mesmerized by whenever he thought she wasn't paying attention. Never one to avoid an elephant in the room, she decided to take the plunge.<p>

"Expecting a call?" she inquired nonchalantly.

The Time Lord looked up suddenly and gave a half-hearted smile, "Nah . . . I'm just holding this for a friend."

Donna looked at him skeptically. It was clear that he was, if not expecting, hoping to hear from someone. She considered that the phone possibly belonged to the infamous Rose Tyler. Maybe it was a memento of their lost friendship. Donna was prepared to press home the point when the Doctor shifted into his manic mode. He carelessly dropped the phone on the console and clapped his hands together before bounding around the circular control panel.

"So how about that lesson I promised? Ready to try your hand at piloting her?"

Donna was immediately conflicted. Her questions about the phone and its owner were numerous but the promise of flying a space and time machine was a bit more than she felt she could pass up. Coupled with his enthusiasm, she allowed her desire for the later to override her questions for now and stepped up to the controls.

"Let's do this."

Quickly, the Doctor got her set up and once they were in the time vortex he stepped back and allowed her to solo. As he stood to her side, mallet in hand just in case, he sighed inwardly to himself. He was glad the distraction of the TARDIS was enough to get Donna's attention elsewhere. The last thing he wanted to do at the moment was to fully explain his and Martha's deeply complicated relationship to her. He recalled being purposefully vague when he and Donna spoke first spoke about the young medic. He'd simply offered that she had been good for him even though he felt he had ruined nearly half her life. His new companion seemed to accept that explanation and left it at that. The phone, though, would open up a more detailed story than he was ready to share.

It was just as this thought crossed his mind that both he and Donna were startled by something ringing. The duo first looked at each other and then the console where the sound was originating from. In a flash, he was around her and grasping the shrilling cell he had deposited there earlier. After taking a moment to compose himself, he flipped it open and calmly answered, "Hello."

"Doctor, its Martha. Earth's in trouble. Will you come?"

He exhaled softly. It wasn't exactly the call he was anticipating. There was no pronouncement of her desire to see him but instead a plea for his help in protecting his adopted home once more. He pushed his slight disappointment to the side and took solace in the fact that, at least, he would get to see her again, finally. At light smile graced his face as he eventually responded to her request.

"Of course. Where and when are you?"

Martha quickly rambled off the day, year and her location before begging off. Once she hung up, she let out the breath she had been holding since she started the call. He sounded good. So maybe the time away had been good for him as well. She then shook those thoughts away. Her life had changed so much and she was sure his had as well. This meeting was simply about the earth being in peril. And as she crossed the street to a nearby alley to await his arrival she kept reminding herself of that fact.

* * *

><p>Donna was used to seeing the Doctor over exuberant about most everything but his excitement after this phone call was unique. It appeared to her as though he had just won the lottery instead of being told that her planet was yet again in danger. It was becoming quite clear to the redhead that a lot had changed with him since their first encounter. Apparently, Martha Jones meant a lot more to him than he implied before. When Donna first met the Time Lord he was mopey and brokenhearted over the loss of a friend named Rose. For the longest bit she thought his current forlorn behavior was a continuation of that loss but now seeing his reaction to the phone call from his previous companion, Donna became anxious to meet the woman who managed to grab his attention away from his prior pain.<p>

When the sentient ship landed and the Doctor, enthusiastically, made for the door, she made the decision to hang back for a bit and give the pair a private moment for their reunion. The Doctor didn't seem to notice when she didn't immediately join him at the door. He was too focused on turning the knob and stepping out into the alley.

Martha had her back to him initially but moments after he fully stepped fully out of his ship, she turned to face him and their eyes locked for the first time in too long as far as he was concerned. She literally took his breath away and for a lingering moment he stood taking her in. Her flowing sable locks cascading down to her shoulders, her black slacks and medical coat entranced him like the most glorious evening gown. Her natural beauty seemed to shine through even the most mundane attire.

Martha, too, was momentarily at a loss. She wasn't sure what she expected to happen when she saw him again but she didn't anticipate the butterflies in her stomach and a slight bit of giddiness at knowing he had come. It was the Doctor who finally gathered himself enough to begin to close the small distance between them. With feigned casualness, he finally stood fully in her presence. The pair shared a long gaze before each allowed wide grins to spread across their faces. Martha finally couldn't contain herself and opened her arms wide to welcome his much missed embrace. He accepted the invitation and briefly picked her up off her feet as they laughed and exchanged pleasantries about how neither had changed much while hugging fiercely. Eventually, both relinquished their hold on the other and he dutifully asked after her family. Martha's assurances that they were getting better were stopped short by the sight of an older redhead stepping out from the TARDIS just behind him.

Martha tried to recover from her startled response as she quickly appraised the older but no less striking woman before her. Her joy at seeing the Doctor again was immediately tempered by the person she assumed was her replacement. In her head she knew she had no right to feel slightly betrayed. He was the Doctor after all and picking up new companions was what he did. Yet a part of her could not help feeling slighted by the idea that once again she was so easily forgotten by someone she considered a mate.

"So it didn't take long to replace me then," she stated as evenly as her emotions would allow her. The Doctor followed her eyes and finally noticed that Donna had now joined them. Trying to defuse what could become a more tenuous situation, he quickly made introductions.

"Martha, this is Donna. Please no fighting."

Donna rolled her eyes at him before fully turning her attention to Martha, "It's nice to finally meet you. He's told me all about you."

At that admission Martha became apprehensive. She prayed when Donna said all about her that did not include her pining after him. She gave the Doctor a quick glance of concern before she grimaced, "I dread to think."

Donna noticed the unease that played across the other's woman's face with her comment and promptly tried to contextualize it.

"Good things. Just good things."

The Doctor nodded vehemently hoping to communicate that he hadn't divulged all the details of their relationship. Martha attempted to ignore the awkward moment, reminding herself that it was all in the past. As the two former travel mates shared a private moment, Donna's attention was brought to a sparkling engagement ring on the younger woman's finger.

"Besides it looks like you've moved forward quite well."

Martha followed her gaze and smiled easily as the Doctor interjected, "What are you on about?"

Donna sighed in exasperation, "She's engaged you prawn."

"Who?" the Doctor chirped involuntarily.

His question prompted Martha to raised her adorned finger even as her smile wavered somewhat. She and Donna watched as the Doctor's eyes widened with recognition even as he fought to cover the jab of pain in his hearts at the revelation. He managed to conceal his discomfort with an even and brief response, "I see."

The look Martha read on his face was as distressing as it was confusing. It was shock mixed with what almost appeared to be hurt. Though, that made little sense to her. Their whole relationship he did everything he could to make sure she knew what place she held in his world. She was his companion . . . a friend at best so shouldn't he be happy that she had found someone that wasn't him to care for? Sure there was still the specter of the kiss they shared right before she left but she had all but convinced herself that was a last ditch effort by the Doctor to stave off loneliness. Now that he had obviously moved on to a new companion, that couldn't be the issue.

Then a thought flew to her mind that piqued her annoyance. Had he expected her to sit around pining for him? Had the fact that she moved forward ruined his "triumphant" return? The more she allowed her thoughts to follow this path the more agitated she became. Who did he think he was? However before she could voice this or any other sentiment, her radio cackled to life effectively breaking the tense and awkward silence that had embraced the party. Martha took the call and after confirming contact she turned to the duo and firmly stated, "Come on. The colonel is anxious to meet you and get your input on the situation."

With that she turned and headed off towards base command leaving them to follow in her wake.

* * *

><p>After formal introductions were made with Martha's commanding officer, Colonel Mace, the group began to tackle the problem in earnest. Martha and the Colonel introduced the Doctor to the device in question. As the alien intently studied the apparatus, he rudely dismissed the Colonel sighting his disease at being near firearms. His behavior only raised her ire once more.<p>

"Tetchy."

Without looking up, he curtly replied, "I don't like guns. You know that."

Martha sighed, "He's a good man."

"In my experiences the men with guns are not. You, however, seem to be quite comfortable in the midst of all of this."

"Don't you dare! I learned how to fight thanks to you. I wouldn't even be here if it wasn't for your sparkling recommendation," she fired right back.

The Doctor finally glanced up at her, "Right, so it's all my fault then."

She rolled her eyes, "It's so easy for you. You get to leave but us that are left behind have to carry on and do what we can. I do not now or have I ever carried a gun, even during that year and that is because you taught me that too."

The pair held each other's gaze for a long while and she could see that his sternness of a few moments ago had begun to soften. This made Martha feel this was the moment to address what was actually eliciting his mood.

She sighed heavily before gently beginning, "I thought about calling you so many times before now. It just never seemed to be the right time or important enough news for me to make that call."

The Doctor continued to examine her as he crisply replied, "Getting you medical degree . . . a new job . . . a fiancée? You didn't think these things were important enough to share?"

Martha bowed her head, slightly, "I just didn't . . ."

She paused briefly as she searched for the right words to explain her hesitation. Yet before she could begin a proper response, he answered for her, "Want to get my hopes up?"

That statement caught her completely off guard as her eyes snapped back to meet his. She immediately wanted to ask what hopes he was referring to but once again a niggling voice in the back of her mind stopped her short. It convinced her it wasn't what she was considering and Martha agreed, stopping herself from tumbling back into that abyss of wanting something she could never have. Instead she replied with resignation that belied her whole relationship with him.

"Hoenstly, I didn't really think you would care."

The statement and the tone behind it cut him to the quick. The Doctor knew he had never been as good to her as he should have been but for her to think that she mattered so little to him pained him deeply. It was his turn to sigh as he pulled off his glasses and examined her profile.

"Martha, I know some of the time we were together I was rather a prat to you."

Martha's eyes met his again and slightly raised one of her brows, suggesting she was unimpressed by his admission.

He quickly amended his statement, "I meant most of our time together. The point is I know I didn't treat you the best all of the time but I always cared . . . I still do."

Surprise now replaced the previous apathy on her face and the Doctor was again left feeling wounded. It was becoming painfully obvious that he had really done a number on her. Martha, for her part, could not help the small jolt of joy that shot through her at his genuine words and tone. The fact that it still mattered to her what he thought unnerved her and again she allowed her rational side to talk her down. Of course he cared, as any friend might about the many life changes she had gone through and that should be enough. Yet her conscious knew that it was not. A part of her, it appeared, would always read more into any little amount of affection he offered and that thought made her even more determined to focus on the reality of their situation. So with an evenness that unnerved them both, she replied, "I believe that you do care, in your own way but you can understand, considering our previous relationship, why I might be unsure?"

He only nodded this time, unable or unwilling to admit all of the damage he had caused between them. She gave a half smile and moved to end the conversation on a conciliatory note, "So I guess I should apologize for not sharing my moments sooner."

"No need for apologies, especially from you," he quietly returned.

Another loaded silence passed between them allowing the Doctor to contemplate doing something he never thought to do much in his vast life time. . . apologize. Yes, he had given out I'm sorry's in the past but this time, unlike many of those, it wasn't simply a platitude but something he felt deep inside himself. Like he had confessed to Donna, he had felt like he had destroyed nearly half of Martha's life. At the very least she deserved to have him acknowledge that and sincerely apologize for taking her for granted. As she began to rise from her perch on the opposite edge of the desk, he softly gained his nerve.

"Martha."

She paused her action and turned her attention back to him. He hesitated as well, searching for the best way to say what was so long overdue but before he could formulate a proper sentence, the pair was startled out of their moment by Donna abruptly reentering the room.

Her excitement at what she had found was immediately tempered by the feeling that she had just interrupted something very important between the two. The atmosphere was laced with tension and as she looked from one and then the other, she wished she'd had better timing. As she prepared to backtrack and attempt to give them another moment alone, Colonel Mace also joined the fray, effectively putting a stop to whatever might have been. He inquired about an update and as Donna began to explain her discovery about the lack of sick days taken by the staff at the company they were investigating, both Martha and the Doctor fell back into their official roles.

Donna watched as the pair seemed to consciously avoid each other's gaze as jobs were finally being doled out. Martha was to do physicals on all employees while the Doctor was set to follow up on a lead at a nearby school. After Donna requested a bit of time to touch base with her family, she and the Doctor followed a young private who was to escort them. Donna couldn't get the scene she walked in on out of her head and found herself wondering what they had been discussing before being so rudely interrupted. She did figure that one topic of discussion might have been Martha's impending nuptials. It was not lost on Donna that the Doctor had been a bit edgy since that revelation.

Never being one to hold her tongue, Donna decided to test her theory. Gently, she nudged him with her shoulder to gain his attention as they neared their transport. Then as sagely as she could manage she commented, "You know she's only engaged not married. At lot can change in between. I should know."

The Doctor glanced over at her as if she's grown a second head, "I have no idea what you are talking about."

Donna ignored his attempt at feigned ignorance as she continued, "And the best way to ensure it goes no further is to be honest with her about what you feel."

The Doctor sighed, not really wanting to get into this. He knew his mind should be focused on the impending attack on earth but his companion's words were resonating through him. She studied him expectantly which finally forced him to tightly respond, "I already tried that."

Donna was unimpressed and refused to be deterred as she got the last word in before being ushered into the jeep, "Try harder."


	8. Chapter 8

**I know my name is probably mud around here because of my lack of updates but hopefully that won't stop you from checking out this chapter. It is more of bridge but I think it has its moments. And on the good side, I have the next chapter written and just need to give it the once over before I post it. So anyhow, thanks, as always, for your reviews, alerts and favorites and I hope you enjoy!**

**Disclaimer: I own nothing.**

Chapter 8 . . .

This isn't right, the Doctor thought, as he stood beside something that looked like a woman he knew better than even he realized before. This definitely was not Martha Jones. It wasn't just the subtle differences he doubted anyone but him would detect like her scent, pupil dilation, or thinner hairline, it was more her demeanor. The imposter's demeanor was all wrong. It was as though she was there but not really. She had a shiftiness about her that was completely unMartha-like.

Unfortunately this revelation could only mean that the genuine Martha Jones was being held captive somewhere. He knew Sontaran clones needed to feed off the memories of the person copied and so he knew, for the time being anyhow, she was someplace secure and relatively safe. This afforded him the opportunity to work out both where she was and also how to combat his latest nemesis. With the false Martha at his side, he set about figuring out to use Donna's position, trapped inside the TARDIS that the Sontarans had lifted, to help him accomplish both goals.

It didn't take him long to discreetly communicate with his newest companion and then use his sonic to track down the whereabouts of the real Martha Jones. With the device set to her unique brain pattern, he easily found her in the lower level of the building UNIT had confiscated. What he wasn't prepared for was the sight of Martha attached to a very complicated looking device. He promptly searched his mind trying to figure out what kind of machine it was and how he could disable it without causing any harm to her. But before he could make a move towards his fallen friend he heard a familiar if unwelcome sound of a gun being cocked.

The Doctor barely offered a glance to the clone as she snidely spoke, "Wish you carried a gun now?"

"Not at all. I knew what you were all along."

She furrowed her brow, "How?"

"It was pretty obvious if you know what to look for and I did," he flippantly replied before he ticked off a few giveaways. He then placed his attention back on his companion and softly spoke to her unconscious form, "Oh, Martha, I'm so sorry."

His eyes then flittered back to the clone and with a steely gaze he taunted, "I knew you weren't her but you do have all of her memories, don't you? All of her hopes and dreams?"

The fake nodded hypnotically, "And many of them include you."

The Doctor swallowed hard at that admission. As much as he wondered what she thought of him then and now, he knew he had no right to find out this way. If Martha wanted him to know certain things then she would be the one to tell him, not some poor facsimile.

"Enough! You only know anything because of her but that is about to come to an end."

Then promptly before she could respond he jerk the contraption off Martha's head, causing her to gasp and sit upright abruptly. In the same moment the imposter jerked suddenly, dropping her gun and grasping her head. The Doctor quickly kicked the weapon out of her reach before turning his attention back to his disoriented friend. She looked up at him in a panic. He instantly tried to soothe her with an awkward embrace as she began to ramble.

"Doctor, there was this thing in a tub and then . . ." Her words were cut off by her eyes falling on her doppelganger.

"Oh my God! That's me."

The Doctor longed to console her further, as he watched her try to take in her twin but his attempt was cut short by his cell ringing. Donna was on the other end and she was not happy. He slipped away from Martha, once he gave her his coat to cover the hospital gown she was in and proceeded to try and calm Donna while moving to implement the rest of his plan.

* * *

><p>A flurry of action culminated in Donna and Martha standing in confused shock as the Doctor attempted a poorly veiled farewell to them both while clutching the machine that had just saved Earth from suffocating. Both women were at a loss as they realized he was preparing to sacrifice himself to protect their planet. The Doctor glanced at each person in the room with a forlorn expression that mirrored what he intended to do. To Donna he smiled gently and stated, "You have been brilliant, Donna Noble. There was still so much I wanted to show you . . ."<p>

His words trailed off as his gaze slid over to Martha who received a more apologetic smile as he continued, "And you Martha Jones . . . so much left unsaid. I'm sorry for not having the chance to rectify that."

And lastly, he gave the young prodigy who helped in orchestrating their present dilemma a simple command to do something clever with his life.

His journey to the teleport was halted by Donna's sullen words, "You're saying good bye?"

He nodded.

"Why? What are you . . ."

Her question was cut off by his other companion, "Can't you just send that thing up on a timer delay?"

He held Martha's somber gaze as he tightened his hold on the device, "I can't just . . ."

With a sigh of resignation Martha again finished the thought, "You have to give them a choice."

His reply was another sad smile and nod before he turned and continued on to his task.

As both Martha and Donna watched their friend step into the machine that would take him to his probable death, a sense of overwhelming sadness engulfed the whole room. He vanished in a flash of purple light but before either woman could find the ability to breathe again, the young genius, Rattigan, was messing with the wiring the Doctor had been earlier. Martha questioned him and his reply was simply that he was doing what the Doctor told him to. Then in another flash of light he too vanished only to be replaced by the befuddled Time Lord. Both women gasped at the turn of events but it was Martha who acted first. With pure relief spreading through her, she flung herself into his arms and embraced him tightly. It was a struggle for her to keep from breaking down in tears. It was in that moment when he vanished from sight that she realized that just how much he still mattered to her. The thought that he could have been gone forever scared her like nothing else. Yes he was exasperating and clueless but he still meant too much to her and she hoped her crushing hug was conveying as much.

For his part, the Doctor was surprised, pleasantly, by her exuberance and found himself returning her hold just as fiercely. He allowed himself to relish the embrace initiated by her and remember all the times he'd held her like this and fought the urge for more. He knew he had so much to make up for with her and wondered if she would give him the opportunity to try. It was just as they both settled into the hold that the moment and his thoughts were interrupted by a jarring and painful smack to the back of his head.

Martha pulled back as he yelped in surprise and turned to find a furious Donna glaring at him with one hand planted on her hip and the other still raised.

"If you ever think of checking out on us again, I will make you extremely sorry," she coolly stated.

Martha tried, and failed, to cover a chuckle at the scene of the Doctor rubbing his head and glowering with resignation more than anger at his companion and friend.

* * *

><p>Once the trio got everything squared away after the destruction of the Sontaran ships, Martha anxiously made her way towards the TARDIS. She hadn't been inside the sentient machine in over a year and was sure she would be flooded by memories, good and not so good, as she entered. Yet she steeled herself silently reminding herself that this was her past. She was now a doctor with a fiancée and responsibilities. Her earlier exuberance at having him returned to them was tempered after her briefing with her boss and though she was glad they had all survived this crisis, the Doctor, she told herself had to remain a part of her former life. So with a deep breath and as much resolve as she could muster, Dr. Martha Jones slowly opened the door of the familiar blue box and stepped, momentarily, back into time.<p>

Both Donna and the Doctor looked up and smiled upon her entry and the ship hummed a warm greeting of welcome to its former occupant. Martha returned the sentiment with a smile for her two friends and a gentle rub of the coral interior as she made her way to the console. A brief silence ensued before Donna, with all the subtly of a stick of dynamite inquired, "So . . . are you going to join us?"

The Doctor's eyes widened at her candor and Martha raised a brow while noting by his reaction that his shipmate was tendering the invite without his knowledge. Admittedly, the thought had crossed her mind, exploring time and space once more, but seeing the camaraderie of the Doctor and Donna on top of her own obligations quickly dispelled that idea. There was no room for her in this life anymore. She had accepted that a long time ago.

So with a soothing smile, she softly replied, "I'll admit I missed this but I'm good here. I have a life and people who need me."

As the Doctor lifelessly nodded to her words, Donna studied both for a long moment. She could not for the life of her figure out why the pair was being so stubborn when it was obvious to anyone with eyes they still cared a great deal for each other. Her eyes eventually shifted to and focused on the Time Lord until his met hers. Donna attempted with her eyes to urge him to say something to Martha, whom she felt needed only a gentle nudge from him to reconsider. He, though, either didn't get her meaning, which she doubted, or was feigning so and ignored her gesture.

In his mind, though, he was pondering the situation. While he would love to have Martha back on board and have the chance to do things differently with her, he knew that would be unfair to her. As she had stated numerous times since he'd been there, she had a life now. After all the grief she suffered because of him he could understand her reluctance to take that leap again. It wouldn't be right for him to take away the peace and contentment she'd finally found. He had to care enough to let her have what she needed. At least now that they had broken the ice, he would feel more comfortable in giving her a call every now and then and he hoped the same went for her.

Martha, too, was contemplating the moment. A part of her was hoping the Doctor might suggest she stay not because she would accept but because it would show that at least he did miss having her about a little. His surprise at Donna's offer as well as his lack of speech afterwards, however, spoke volumes to her. He was obviously content with the way things were and not interested in having a second mate aboard or at any rate having her on board again. So with a disheartened smile, she turned her attentions to the bossy red head and genuinely said, "It was a pleasure meeting you, Donna."

Donna returned the smile, "And you Martha."

She then turned to the other occupant of the ship and gave a slight nod, "Thank you for coming, Doctor. It was good seeing you again."

He gave a tense smile of his own, "I will always come when needed."

Martha flashed a brief smile at his words before turning and heading towards the doors. She paused there before looking back and adding, "Take care of each other."

Donna nodded to her request while the Doctor just stood watching her. Martha had just placed her hand back on the knob, preparing to walk out of his life once more when the TARDIS suddenly jolted into flight. As the familiar gears began to grind and the trio was shaken from their feet, Martha frantically bellowed at the owner of the ship.

"Doctor, what are you doing? Take me back home right now!"

The befuddled Time Lord was busy trying to figure out what happened as he frantically replied, "I didn't do anything! I haven't . . . it just started on its own."

Each person eventually made it to their feet and over to grip the console just as the ship seemed to settle and then land with an ungracious thud. Once they gathered themselves, the trio looked at each other anxiously before the Doctor dashed for the door with the two women close behind. Martha could only sigh inwardly as she thought, _alright, one more for the road_.


	9. Chapter 9

**Here's the next one, Guys! Enjoy!**

Chapter 9 . . .

Martha, along with Donna, stood to the side of their friend and observed as he cradled and attempted to console his wounded child. For the second time since she had known him, she watched as he mourned over the inevitable loss of another connection to his heritage. Jenny, his unexpected offspring, lay in her father's arms taking her last breaths while trying to offer him comfort with a heartfelt smile that graced her face from the moment she came into being. Martha was again witness to the Doctor endeavoring to will another to live. But just as had been the case with his former friend and foe the Master, his daughter eventually went slack and slipped away from him.

The look of complete sadness she saw on his face as he gently laid her still frame on the ground caused her heart to break right along with him. Yet just as she began to wonder how she and Donna might find something, anything that might comfort him, as quick as a light switch his emotions switched to simmering fury. He seemed to rise and turn on the man who had mortally wounded Jenny all in one move and before either she or Donna could react, he had picked up the gun that had been used and placed at the now restrained man's head.

Martha gasped at his action and watched on with the others in concern as he seemed to oscillate between anger and despair. His finger rested firmly on the trigger and it appeared he could go either way but just as suddenly as he had pulled the weapon he threw it aside with a satisfying thud and locked his steel gaze on the man kneeling before him and firmly stated, "I never would."

He then panned his stare around the room as he resolutely continued, "That's the mantra you should build this new world around. I. Never. Would."

And with that he turned on his heels, his long brown coat whipping behind him, returned to his child and carried her off with Martha and Donna following quietly in tow.

The trio of companions eventually ended up back in the TARDIS after a contingent of humans and Haths promised to give Jenny a proper burial. There was an almost unbearable silence that engulfed them all as each ruminated over their last adventure. Even Donna, who was rarely at a loss for words, remained unnervingly quiet. Martha studied the stoic alien across from her and recognized this was one of those moments that he often chose to close off and even lash out. As much as she felt for him and wished she could console him, she knew from experience that he was unlikely to seek or accept it and she was unwilling to put herself in the firing line again. She had done it after he lost Rose and it nearly undid her. Not this time. As harsh as it felt to think it, she was ready to go and let Donna pick up the pieces this time.

So as the ancient space and time machine floated through the time vortex, Martha gathered her wits and broke the stifling silence by clearing her throat. All eyes turned to her as she softly stated, "Well. . . I think it's time I got back."

The Doctor nodded his silent acquiescence to her request before he moved to being setting the coordinates for her home. Donna continued to watch the pair in silence until the ship landing broke her concentration. When it appeared Martha and the Doctor made ready to offer each other only stilted goodbyes within the TARDIS, the fierce red head stepped in, looping her arm through Martha's and dragging her towards the door before either could speak. She then tossed a pointed glance back at the brooding Time Lord. He sighed heavily, aware of what his mate was up to but unsure how he felt about it. Yet when she added an arched brow to her glance he did finally began to follow, lagging slowly behind the two women.

As he took his time joining them, Donna took their time alone to try and gauge Martha. Once they stepped out of the TARDIS and walked a few feet from the door, she stopped their progress and turned to her new friend.

"You should stay. I know the three of us would have a blast together."

Martha inhaled sharply. She really did like Donna but her persistence was starting to grate. Knowing the other women meant well, she tried to keep the exasperation she was starting to feel out of her voice as she reiterated her position.

"I can't. I have a life here . . . a job . . . a fiancée . . . responsibilities I can't just abandon on whim. Besides, you and the Doctor seem to be getting on just fine. I'd just be in the way."

Donna shook her head causing her brilliant red locks to whip back and forth lightly, "You know that's not true. Haven't you noticed how excited he has been since we arrived?"

Martha smirked at her evidence but didn't reply, causing her friend to amend her statement, "Alright, he's always pretty animated but you weren't there when he received your call. He damn near vaulted over the console to get to the phone he's been coddling ever since I came aboard. I think it's pretty obvious he missed you."

Martha took a moment to absorb the info she had received. Even as the part of her that wanted to believe all she was hearing and what it might mean screamed at her to react, Martha's practical side would not allow it. She gently shook her own head, "I appreciate what you're trying to do, Donna, but the Doctor and my history is a bit more complicated than most. I think it's for the best that this is where it ends."

Donna stood again silently contemplating the woman before her. She could not work out whether she was in denial or really could not see the obvious. Finally, Donna took in a deep breath and released it before going with unawareness as the culprit as she gently inquired, "What would it take to prove to you that you are wanted on that ship?"

Martha finally allowed her exasperation to show with a deep sigh. Too many times she recalled getting her hopes up about the Doctor and what she meant to him and every time reality was waiting to smack her across the face. She refused to take another blow. Yet sensing Donna would not let this go until she received an answer, she promptly offered a scenario she knew had very little chance of occurring. Martha held her gaze as she plainly stated, "If the Doctor, of his own accord, asked me to stay."

Donna, surprisingly, only nodded to her declaration before stepping forward and enfolding her in a genuine hug. Martha easily returned the hold and the two women said a quiet good bye before separating. It was then that Donna caught sight of the Doctor over Martha's shoulder, standing in the doorway of the TARDIS watching them. She gave her new friend one last smile before heading towards her shipmate. The Doctor, too, began to move forward and as they pair came even with each other, Donna discreetly mouthed at him not to blow it.

Eventually he made it over to Martha and for a long moment the couple stood silently staring, intently, into each other's eyes as if trying to figure the other out there. It was finally the Doctor who broke the stalemate giving her another melancholy smile, "I guess this it then."

"I guess so," was Martha's quiet reply.

There was a brief moment of hesitance before he and, following his lead, she leaned in to initiate an embrace. The two stood in front of the home she shared with her future husband locked in a more intense hold than any she had ever shared with the man she planned to marry. Many times they had embraced. Most times they were welcomed but brief interludes but occasionally something more felt buried beneath them. When she had helped to vanquish the sun creature that had possessed him, their embrace had been jubilant, warm and thankful. When he officially took her on as a companion that hold had been cathartic for them both, finally acknowledging what both always knew—that she had in fact never been just a passenger. And this one . . . this one felt like another shift in their relationship.

They were in a full press and for Martha it almost felt like suffocating yet for a long moment she made no move to remove herself from it. She tried to convince herself she was saying goodbye, with this probably being the last time she saw him, but the truth was she was trying to make a memory of what it felt like to be in his arms again. She longed to have at least that to take with her as she began her ordinary life with ordinary concerns. Yet it was that thought seeping in to her mind that summoned her practical side back to the fore. It softly but incessantly reminded her of all the strife that embrace had included. It whispered about how hard it had been for her to move forward the last time and reminded her that she had a very good man who adored her, how her life had finally come together after all the chaos she endured with the Doctor.

Slowly, she acquiesced to what her conscious was saying. Her time with the Doctor had passed and she needed to focus on her future. A future that would not include time traveling aliens. She inhaled deeply before moving to end the hug. Her arms went slack and she began to pull back signaling her intent but much to her surprise the Doctor did not comply. Instead his hold remained steady and for a moment Martha wasn't sure how to react. Pushing him away seemed too harsh, joking about it might get the desired effect but while her mind went over all the ways to end this less awkwardly, his voiced sliced through her thoughts, expressing a sentiment she never thought she'd hear from his lips and directed at her.

So softly she would have missed it had his lips not been right near her ear, he said,  
>"I don't want this to be goodbye."<p>

Martha's eyes widened at his gentle confession and when he finally loosened his hold upon her enough for her to see his face, she was shaken to see a look of utter seriousness.

"Martha, please come back. I promise to make things better this time."

The young medic was stunned into silence by his uncharacteristic candor and emotion. Not in a million years did she ever believe that the Doctor would be imploring with her to return to his ship. Their relationship had consisted mostly of him doing everything he could to convince her that her time with him was short yet here he now stood asking for another chance to what? That was the question lingering in her mind as she finally found her voice and hesitantly said, "Doctor . . . I don't know what to say. Why? Why now?"

He held her gaze intently, his conviction never wavering as he replied, "I'm tired of losing everyone that matters to me."

Again Martha was caught off guard by his declaration. Silence engulfed them once more as she tried to wrap her mind around his words. When had she become someone important to him? As if reading the question in her eyes, he gently replied, "You've always been important to me, Martha."

His words were met with an expression of skepticism spreading across her face. "You had a really messed up way of showing it, Doctor," she incredulously retorted.

He sighed and nodded his agreement, "I know and I will forever regret hurting you so much. That's just another reason why you should come back. This way I have the opportunity to make amends. There is still so much I want to share with you. All you have to do is say yes."

Martha's head was officially spinning. Here before her stood a man whom she never believed, after she walked away, would ever see her as anything more than a stand in for someone else now beseeching her to go with him. It was the type of irony that if it wasn't happening to her she might have chuckled about. Just as her life seemed to finally settle into some sort of normalcy, he reappears to shake it all up again. Could she let him? Should she?

She finally inhaled deeply before speaking up once more, "You're asking me to just run off and leave behind my family, my job . . . my fiancée and for what? So you can assuage your guilty conscious? I am not that impressionable youngster you met way back when. I need more than your sudden desire to have me aboard your ship to toss aside everything I have gained. What happens if I follow you and things fall apart again? Sorry, Martha, here's your empty flat. Enjoy. I don't think so."

Her gaze was now planted firmly on him. He knew what she wanted and he wanted more than anything to give it but he wasn't convinced she was ready to hear it . . . really hear it. It has taken him so long to acknowledge why her absence had hurt so much. She had cared for him too many times to count, had sacrificed so much to stand by his side. He knew he didn't deserve her loyalty. She had allowed him to grieve without guilt and even when she walked away she did it with no animosity at his appalling behavior towards her. Martha Jones stood as everything that was right in this universe, everything he fought for and he had nearly destroyed that with his indifference and tunnel vision. He wanted to shout it out loud just how much he adored everything she was and how daft he had been to not have said so sooner.

The Doctor, however, knew her well and the scientist in her needed evidence. She would not accept out of hand any declaration he made and that is why he needed her with him, back on the TARDIS. So that he could prove to her with his actions that he had finally realized what she had always known . . . they belonged by each other's side.

So instead of blurting out the words he knew would be met with skepticism, he decided on a new track.

"What if we call it a trial run? You come with Donna and me for a trip or two and if you decide you really don't want to stay, I will bring you back to this very point in time," he paused briefly thinking of his ancient time machines questionable aim and amended, "Or near enough and it will be as if you'd never been gone. No questions asked."

Martha raised a brow a bit more intrigued, "No questions, eh? And no pressure?"

"Absolutely," was his quick but firm reply.

Again, her rational side tried to rein her in. It was a ploy, the voice whispered. Once he had her hooked again, he would toss her aside once more. She glanced up into his steady gaze and wondered if she could trust what she was feeling over what her mind was telling her.

* * *

><p>Donna had been pacing in the console room since she walked back into the TARDIS. The fact that the Doctor hadn't come right back gave her hope that he hadn't mucked things up. She knew just how stubborn he could be and it appeared Martha shared that quality. Why these two seemed bound and determined to deny the obvious was beyond her but she knew if the young medic didn't return she would have to deal with a brooding Time Lord and it was not something she was looking forward to.<p>

Just as she finished that thought the Doctor reentered his ship alone and closed the door behind him. His face was a mask of impassivity and his refusal to look her in the eye at first lead her to immediately assume he hadn't even tried to convince Martha to stay. With a steady gaze of her own and a steely tone to match, Donna lit into the Time Lord.

"I knew it! You just couldn't do it could you, Time Boy? You couldn't put away your stupid pride and tell her the truth? So what now? You just go on moping about? Because to be honest, I'm not interested in watching that show. To be such a high and mighty alien you act every bit as daft as any bloke I have ever met."

It was just at the height of her vexation that her rant was cut off by the door opening behind her. The Doctor's countenance broke into the most genuine smile she had seen ever as she turned and found a much more relaxed Martha Jones stepping inside with a lovely carryon bag in hand. She glanced between the surprised redhead and elated alien and smartly asked, "So where are we off to first?"


	10. Chapter 10

**A/N: First, I want to thank everyone who has read, reviewed and alerted my story. It is really, truly appreciated. I know it's been a while between postings and the truth is I got burned out on writing for a bit. Working on my thesis for the past year was part of the reason I took a hiatus but a lack of inspiration was another. Now that the thesis is done and my muse is returning thought I'd give this another go. So here is a bridge chapter with the next chapter coming up as soon as it is edited. A special thanks to Elizabeth for checking up on me. Sorry I didn't have the time to reply to your email but your words of encouragement meant a lot. Anyhow, enough of my rambling. Here the next chapter. Enjoy!**

Chapter 10 . . .

Martha had been second guessing herself since she stepped through the door of the TARDIS. This was so irresponsible and unlike her yet she had done it anyway, once again allowing herself to be whisked off by the Doctor to God only knew where. She knew it wouldn't be long before the people in her life, especially her mother, began to hound her about her whereabouts. She did manage to leave a voice message for Tish stating that she would be away on assignment for a few days and hoped that would placate everyone for now. As for her fiancée, he was out of the country doctoring in Africa for now so her not physically being in London would not affect him directly. Yet she was concerned about their contact while she was away. Even in the best of conditions their communication was spotty because of him being stationed in a jungle setting. Who knew how time travel might further affect that?

She stopped her train of thought with a mocking laugh as she mused "_you weren't thinking of Tom when you packed that little bag and sprinted out to follow the Doctor again." _ Then another part of her mind stepped in to defend her actions claiming her need to do this in order to truly move forward with her life . . . with Tom. She owed it to both of them to be sure that this part of her life was over. As things now stood, she already held a fair bit of guilt where the handsome MD was concerned. Martha could honestly say she loved him. He was a good man, everything she should want—smart, sexy, loving, and compassionate and almost as importantly, her species. Yet even as she accepted his surprise Valentine's Day proposal, she knew she was not in love with him. Memories of a different time, place and person kept her from truly giving her heart to the man she planned to marry.

She felt disgusted with herself because of that but when he proposed, after a simply romantic evening, she could not bring herself to ruin his efforts and dash the hope that shone so brilliantly in his eyes. So instead, she took the easy way out, convincing herself this is what she wanted and eventually settling in to the role of the dutiful bride to be, looking through bridal magazines and making plans with her mother and sister. She did care for him and believed that in time she would come to love him properly, unfortunately fate decided to step in yet again and fling the Doctor back into her life muddling her feelings once more.

Tom was the sensible choice and Martha wanted to believe they could have a good life together but just the short time she had spent with the Doctor during this latest crisis had brought more intensity of feeling to her than a year and a half of her relationship with Tom. She knew she wouldn't be able to go on as she had. This, she decided, would be her opportunity to put to rest some things and move forward with her life, wherever it might take her. Her musings we ultimately cut short by a knock upon her door. She was pretty sure of whom it was by the tentative knock. Sighing lightly, she rose from her bed, where she had sat contemplating, and moved deliberately towards the door, preparing herself to face her past head on . . .

The Doctor, too, was contemplating the current situation as he stood hovering outside her closed door. The truth was for the first time ever he had no idea of how to handle a situation. He was unsure of how he could convince Martha to leave behind all she had apparently gained and rejoin him permanently on the TARDIS. He feared anything he said or did would be met with skepticism. It was his own fault, he knew, because of his previous behavior but that didn't make the uncertainty any less frustrating. He knew there had to be a way to break through the fog of suspicion that surrounded them but until he found it he recognized he was assured only a short time with her and that only thanks to Donna's prodding.

He, though, was a confident man. He would figure things out because the thought of her walking away again was simply too much to consider. So with a deep sigh, he finally brought a fisted hand up to the door to knock. Yet before he could make contact with the wood, a sudden rush of emotion made him pause. His attempted knock turned into his flat palm resting on the door. That action intensified the feelings of what he recognized as reservation and doubt. Instantly, he realized that Martha was the source of those emotions and that the TARDIS was amplifying them for his benefit. Like him, the ship had been energized about Martha's call and also shared the desire for the former companion to rejoin the crew permanently. His oldest friend seemed to impress upon him the need to convince her she had not made a mistake in coming back. Taking another cleansing breath, he finally, gently, knocked upon her door, silently steeling himself for whatever concerns she might voice . . .

Martha opened her door to find, as she expected, the glowing face of the Doctor. She attempted to return the bright beam with a smile of her own but when his began to waiver she knew she hadn't succeeded in her effort. The Doctor schooled his features into a more neutral expression before softly breaking their silent stalemate.

"So . . . settling in alright?"

Martha nodded as she glanced behind her, "It was pretty easy since I didn't bring much and everything else was pretty much the way I left it."

A small smile came to his lips as he quipped, "Maybe the TARDIS knew we hadn't seen the last of you."

Martha gave a smile of noncommittal, "Maybe."

She finally stepped back from the doorway signaling her permission for him to enter. As he followed her inside, he noted the neatness and order of a space he had never taken the time to study until after she had gone. For so long he had taken her presence for granted and never really took the time to get to know even something so simple as how neat she liked to have things. But shortly after her departure he had ventured into her space and was struck by how tidy everything was, considering all the chaos they had gone through as a team. The environment surprised him on one level and not so much on another. He didn't think their lifestyle would be conducive to such order yet when he thought further about it, it made sense that she would want a space where she could center herself. Initially after she left, he spent some time inside trying to absorb some of who she was. Inwardly, he sighed knowing that it was a sad commentary on him that it took her walking away for him to make the effort and after a couple of similar visits he stopped going, believing it was far too late for it make any difference. Now, though, he stood in the center of her space again with another chance to make things count and he intended to give it his best shot.

Martha had taken a seat on an overstuffed chair pushed off in a corner as a sort of reading nook and held her visitor's within her gaze as he seemingly studied her intently. The silence and stare eventually put her enough on edge that she attempted to break the tension with a bit of light conversation.

"So did you and Donna duke it out to decide where we are heading next?"

With mock indignation, the Time Lord replied, "I'll have you know, Martha Jones, not one duke was raised." He then paused briefly before giving her a cheeky grin and concluding, "Though she did beat me at arm wrestling, so it's her choice."

Martha chuckled in spite of herself. She had been offered the honor of choosing their next destination but declined, stating she was content to be a passenger on their journey. The Doctor joined her in the chuckle and she knew that even though he feigned being put out, he actually loved having the vivacious red head about.

Continuing to hold his gaze, she offered more seriously, "She's good for you."

His demeanor sober some as well, "Funny you'd say that because she said something similar about you when she first came on as my companion."

Martha's eyes widened in mild interest, "Really?"

The Doctor nodded, "She and I met briefly before you and I did and she could tell I was out of sorts then. Told me I needed someone with me . . . someone to stop me when things could get out of hand. You did that very well, Martha."

She gave him a tight smile, "Glad to know I could help."

The truth was, as hard as she tried to move forward with her life, she was still quite sensitive about their time together. She knew he had been going through things then but it still hurt that she felt like nothing more than a stand in. Now seeing how he was with Donna only agitated old feelings of resentment. While she suffered through, garnering mostly grief from the heartbroken Time Lord, her predecessor and successor seemed to revel in the good times.

The Doctor seemed to read her thoughts and replied as genuinely as he could, "You did, Martha. I know I didn't always show it but my time with you was so important. You helped to pull me out of my sadness and got me reenergized about traversing the universe. There's no telling what I'd have gotten into without you by my side."

"That's nice of you to say," she returned almost dismissively.

"I mean it. Without you, I don't know what I might have become," he concluded.

She held his gaze a beat longer before responding with a bit more genuineness, "I appreciate you saying that."

There was another brief silence before the Doctor pushed forward, "I really want things to be better this time around, Martha."

"I'm sure they will be. We have both grown and changed and our relationship is better defined. Besides, I think the break from my life will do me some good. I'll be more refreshed when I return and able to refocus properly," she quietly concluded.

Her entire statement caused the Doctor's hearts to drop a bit. Her business like tone when she spoke of their relationship was bad enough but the fact that she was already thinking about returning and they hadn't even gone anywhere yet tweaked him a bit. She was viewing this as a respite, a friendly little one off, while he was hoping to persuade her to stay on. Though he promised no pressure, the Doctor was certainly feeling it himself. He had a short time to make her consider staying and few ideas of how to accomplish such a feat. He finally decided to maintain a poker face in regards to his swirling emotions. It wouldn't do to scare her off before they ever got off the ground. With a small smile and nod, he acquiesced to her words for the time being, "Sometimes we need a break from our routine to gain a new perspective."

She joined him in his nod, "Precisely."

Another silence engulfed the pair as both thought on what those new perspectives might reveal. Martha was hoping for some kind of closure so that she could move on with her life, while the Doctor was hoping to show her how good things could be if she chose him and the life of a time traveler.

The pair shared one more lingering look before the Doctor switched modes again, his frantic persona returning to the fore as he turned towards her door.

"So, what's say we go and see where Donna has decided we should venture to next?"

Martha gave her first genuine smile of their chat as she rose from her perch to join him. He held out his arm which she eventually looped her own through and allowed him lead her on, as usual, towards their latest adventure.


	11. Chapter 11

**Disclaimer: I own nothing**.

Chapter 11 . . .

For some reason the Doctor could not stop himself from glancing over at Martha every few steps. As they walked side by side with each other and a few steps behind the infamous Agatha Christie, he kept stealing glances at his companion trying to gauge how she was handling their latest adventure. She had some reservations about Donna's choice initially. While the idea of meeting Agatha Christie was intriguing, the time period caused the young medic some concern. He, of course, understood considering their previous encounters with such time frames had been anything but pleasant for her. The Doctor, though, countered with a ruse he felt would bypass that and she acquiesced if somewhat reluctantly. So it was they found themselves stalking through a 1900's English mansion with the famous author posing as a wealthy African exchange student and host searching for clues to a notorious jewel thief. Donna, who was passing as the Doctor's sister, was checking the upper floors while they gave the lower levels a once over.

It was after about the tenth time that he gave a quick look over to her that Martha finally inquired with mild irritation, "What?"

He hesitated both at her tone and the fact that he had been caught out. A moment later he recovered and gently replied, "I'm sorry. I didn't mean to. . . I was just . . . Are you alright?"

"Why wouldn't I be?" she returned a bit gentler than before.

The Doctor lowered his voice more, hoping to avoid Agatha overhearing as he replied, "It's just that I know you were concerned about being here and you've been kind of quiet."

She shook head as if to dismiss his concern, "I'm fine. Just thinking."

"About anything in particular?"

That caused her to pause and first look to Agatha who was still a little ahead of them, looking things over, before she returned her attention back to him and quietly responded, "What is it you are really asking, Doctor?"

He sighed and stole a quick glance at their third as well before pressing forward, "I'm just wondering how you're feeling about things now that we are in the midst of another escapade? Are you having regrets about coming along?"

Instead of answering right away, Martha quietly contemplated the questions and the man asking them. She wasn't quite sure what to make of the inquiry. Was he genuinely concerned about how she was feeling or was he just wondering if he was doing enough to appease her for his guilt's sake? Martha decided she really didn't want to dwell on it too much. Too many times, she had been left wanting when she let her thoughts stray with concern towards the Doctor and their relationship. Yes, she'd been second guessing her quick decision to rejoin him on the TARDIS in the beginning but once the rush of doing something impulsive passed, she had no lingering doubts. This was about getting this life out of her system. Finally, she broke her silence and answered his second question firmly, "No. I made my choice and stand by it. As far as the rest of it, I knew exactly what I was getting into when I made that decision. Like I said, I'm fine."

It was the Doctor's turn to study her for a long moment. He used to be able to read her so well but after the time apart, he was unsure if he still could. He felt like she was holding something back yet she also seemed resolute in her stance about being fine. The last thing he wanted to do was push too hard and have her end things prematurely. So reverting back to his more casual persona, he finally yielded.

"Alright but if you do have concerns . . . "

She cut him off and with a half-smile retorted, "Trust me, I'll let you know."

The gesture, more than her words, put the Time Lord at ease and he gave her a light smile.

Martha sighed inwardly glad to have avoid all the baggage that would surely have come up if they continued this conversation. If playing the dutiful, impervious companion kept things from becoming too heavy she would go along until she could purge this need it appeared she still had for the excitement he and his life brought into hers. Yet before she could delve any further into those thoughts, Agatha cleared her throat snapping both of them from their contemplations. Both looked to the older woman who seemed to be examining them closely before eventually speaking up, "I think I might have found something."

The pair shared one more look before preparing to go and join the famed writer to begin their investigation in earnest. However, before they ever made it to her side an ear piercing scream caused the trio to go on high alert. Both the Doctor and Martha recognized the shriek almost instantly. With eyes wide, both shot off toward the yell with Agatha bring up their rear, each praying their shipmate had met no harm.

After a bit of excitement, with Donna being attacked by an enormous bee, the Doctor being poisoned and ultimately culminating in the TARDIS crew discovering the mystery behind Agatha's well-known missing days, the trio of friend's finally made their way back onto the ancient machine. Once the door closed, each sighed a sigh of relief before Donna chimed in, "If I never see another bee again it will be too soon."

Martha chuckled while the Doctor dutifully defended the bee kingdom, "Come on, Donna, you can't judge a whole species based on a rouge, who actually isn't a bee at all."

Donna only shrugged, "I can and I do. Whatever you call him, he looked like a bee effectively ending any good feelings I might have had about them."

This time the Time Lord only shook his head while Martha could only smile at her two friends. They had such an easy rapport. She was a little jealous of that at times but it quickly passed when she realized what a great person Donna was. How could she begrudge either of them someone that makes them so happy?

Martha was brought out of her thoughts by the conversation around her.

"Martha, tell him you're with me on this."

"I'm sorry. What were you saying?" she replied with confusion.

Donna raised a brow at her friend's slightly dazed expression before restating her comment, "I was saying that you and I were thinking a trip to a bazaar planet was in order. There are a great many deals to be had in the universe after all."

A smile crept across Martha's face even as the Doctor gave off an exaggerated sigh. Though not a power shopper like her mate, her mother or sister, she did have a weakness for bargain shopping and could occasionally be found browsing through flea markets back home for hidden treasures.

"It sounds fun."

The Doctor pouted, "Martha, you're supposed to be on my side as scientist. We're on a space and time machine with all of the universe to traverse and you two want to go shopping?"

Donna quickly moved closer to the younger women and wrapped an arm around her shoulders as she defiantly spoke up again, "The sisterhood has spoken, Time Boy. It's two for and one against."

He rolled his eyes before a smug smile crept across his face, "But you forget, the one is in control of the ship."

Both women narrowed their eyes at him with Martha taking up the cause, "So that's how it's going to be, yeah, you pulling rank when things don't go your way? Maybe this wasn't such a good idea after all. What good is it being shipmates when you have no say in its destination?"

Donna smirked as they both watched his arrogant grin waver. "Yeah, maybe he'd rather be on his own so he can do whatever he'd like."

The Doctor's eyes widened as he tore his glance away from the redhead to see the brunette all but nodding her head in agreement. Both knew the last thing he wanted was to be out on his own.

"This is starting to sound like blackmail," he plaintively offered.

"Call it what you will," Martha smartly retorted.

In spite of himself the Doctor could not fight a grin at the scene of the pair teaming up against him. At least it seemed, Martha was comfortable enough with Donna. That might be enough for now to keep her around. So conceding as he always knew he would, he threw up his hands in mock annoyance, "Alright, you win."

The two girls high fived.

"Now that that is settled. I think a wardrobe change is in order, though I do rather dig the 20's style," Martha added with a twirl of her flapper outfit.

Donna joined her in a triumphant grin, "Indeed. We need trainers if we're going to do any real damage."

Martha immediately turned and began towards the inner corridor with Donna set to follow behind when the Doctor caught her eye and silently implored her to hang back a moment. Mildly curious, the redhead called after the other woman, "I'll be along in a minute. Need to grab something."

Martha only nodded as she continued on to her room. Once they were sure she was out of earshot, Donna placed her hand on her hips and inquired, "So what's up?"

The Doctor's eyes tracked to the vacant hallway before returning to hers and quietly asked, "How do you think she is, honestly?"

Donna looked at him as if he had grown a second head, "Who? Martha?"

"No, the bloody Queen of England! Of course, Martha."

"Oi! Don't get feisty with me, Space Man! And why are you worried about Martha? Did something happen back there?"  
>He shook his head, "I just get the sense that she's not really comfortable being back aboard."<p>

Donna narrowed her eyes, "Are not comfortable with you?"

"There's that bit too," he coquettishly replied.

Donna shook her head as she examined her unorthodox friend. She had never really seen him this way. Yes, he'd been angry and distraught the first time they crossed paths, having only just lost Rose but this, this uncertainty and insecurity was new. Here before her did not stand the all-powerful last of the Time Lords but instead a regular bloke wondering if the woman he fancied felt the same. It was almost cute . . . almost.

"Well from what you've told me about your previous time together, I think that's to be expected. She's gun shy right now but I doubt she would be here now if she didn't want to be," she finally offered.

The Doctor nodded to his friend's words, knowing what she was saying was right. Donna gave him a light smile and a gentle pat on the shoulder, "Just be patient and less you and she'll come around."

He gave her a slight smirk before she turned and made her way down the hall as well. He then sighed as he made his way back over to the console to set a course for the Nazin galaxy. His thoughts, though, were firmly on Martha Jones. He had little to no experience with wooing a woman and until recently shuddered at the very idea but after all they had gone through and his own realizations, the Doctor was convinced if anyone deserved his best effort at such a task it was Martha. And so with his mind resolved to make it happen and Donna's mantra of patience bolstering him, he flipped the switch on his ship and catapulted them on to their next stop.

* * *

><p><strong>AN: I hope it's not dragging too much for you guys. The Doctor and Martha are still trying to feel each other out. I promise more movement in the next chapter.**


	12. Chapter 12

**So here's another chapter. I have basically just used the bits of this episode that fit what I was after so I hope no one's too disappointed it wasn't a verbatim rehash of the library episodes. As always, I appreciate all the reviews, alerts and favorites and hope you continue to enjoy!**

**Disclaimer: I own nothing. **

Chapter 12 . . .

Martha was still examining the psychic papers the Doctor had handed to she and Donna after they both badgered him into explaining why they were being dragged through what appeared to be an abandoned library. The message itself was pretty direct—_The Library. Come as soon as you can—_what was ambiguous was who sent the flaming message. The handwriting had a neat feminine quality and the fact that the Doctor himself was unsure how whoever sent it got the papers to burn told them it was someone with advanced knowledge about the Time Lord.

"So you have no idea who sent it?" asked Donna with slight incredulity.

The Doctor distractedly shook his head as he glanced about the cavernous structure, "No clue."

Martha turned the wallet over in her hands a few more times before passing it back to him and sounding off, "Well, it's obviously someone from your future, otherwise you'd know how she or he managed to set the papers a flame."

"Sound reasoning, Martha Jones. I knew I liked having you around for a reason."

Martha rolled her eyes while Donna chimed in.

"Well there doesn't seem to be anyone about so maybe this mystery person figured things out on their own."

This time the Doctor rolled his eyes, "Or maybe they're in distress and waiting for us to find them."

"I don't know, Doctor, it looks pretty desolate," Martha added as she warily looked about the empty space.

"Yeah, but we're already here. Might as well investigate, eh?"

The women sighed in unison but obediently followed when he carried on without waiting for a response. Martha and Donna chatted quietly between them about very little of substance while becoming more and more annoyed at the Doctor's lack of exposition about the situation. The fact that they had yet to encounter another living soul had both women contemplating how to convince the Doctor to give up this wild goose chase. The pair was so engrossed in their shared exasperation that neither noticed when the Doctor stopped abruptly in his tracks. Donna walked directly into his back while Martha caught his elbow in her chest.

"Hey! Watch it, Skinny," Donna bellowed.

Martha joined in her complaint, "Yeah, at least give someone a bit of warning before . . ."

Both women's protest were sharply cut off by the Doctor shushing them and before either could retort, he quietly spoke, "When I tell you to, both of you make for that brightly lit corridor understand?"

The brunette and redhead shared confused looks just before they heard the alien yell his trademark phrase, "Run!"

Neither questioned further as the trio broke for the corridor. Keeping pace with the sprinting Time Lord was proving somewhat difficult until they came to a thick wooden door at the end of the hall. The roadblock allowed them to pause and catch their breath but just as they group began to regroup, the lights at the opposite end began to go out one by one. Martha's eyes widen at the phenomenon while Donna vigorously questioned the Doctor who was attempting to open the door which appeared to be bolted shut.

"We have to get into the light!" he shouted as the shadows inched closer and closer to the trio.

Neither Martha or Donna was sure of why but the urgency in his tone set both women into action, Martha trying to gauge how much time they had before they were in complete darkness while Donna tried to help the Doctor open the door. Because of the wooden nature of the door, the sonic had no effect so together the Doctor and Donna now were using their shoulders to try and pry it open with very little success. With the darkness quickly descending Martha soon joined in the effort getting a little more give but not nearly enough. Finally an angry and terrified Donna pushed both her companions aside and boldly karate kicked the door with all of her might. Like she used a skeleton key, the wood door gave way and the group quickly rushed in and slammed the door firmly.

The vivacious redhead then turned on the alien as they all attempted to gather themselves and pointedly asked, "Now what the hell was that all about?"

The Doctor immediately began to explain about the shadow creatures they were evading and just how very dangerous they were and how important it was for them to stay away from shadows. As Martha and Donna stood absorbing his words and the Doctor sonicked the lights in the room to keep them going their trio was startled when a side door that none of them had noticed before opened and their number nearly tripled. A group of seven beings dress in what looked like space suits filed in as if they had not a care in the world. After gaping a few moments, the Doctor stepped forward placing himself between the new arrivals and his companions.

One of the group's indistinct figures stepped forward as well and finally removed her helmet revealing a mildly attractive woman with wild light brown hair, a fair complexion and piercing green eyes. She stood before the Doctor with a smirk and her focused firmly on him, "Hello, Sweetie."

Get out," he said back to her. To the whole room, he ordered, "All of you, turn around, get back in your rocket and fly away. Tell your grandchildren you came to The Library and lived – they won't believe you."

The Time Lord than glanced about as she informed the others in her group it was safe to remove their helmets. Almost immediately an older man within the mystery woman's group began prattling on about expeditions and exclusives. That's when the Doctor's annoyance rose and he deduced.

"Oh, you're not archaeologists, are you?" he asked with a condescending tone.

"Got a problem with archaeologists?" the woman asked.

"I'm a time traveler. I point and laugh at archaeologists."

"Ah," she said, extending her hand. "Professor River Song, archaeologist."

Martha now found herself unable to stop glancing towards the little corner where the Doctor and the mysterious River Song had taken up. The woman proved to be as vivacious and opinionated as Donna as well as having the uncanny ability to put the Doctor in his place on occasion. The fact that he had taught her something as impressive as making the psychic papers burn suggested they had a very special kind of relationship. Martha knew she shouldn't let it bother her. Of course there would be other companions with different roles but in combination with meeting Donna, the young doctor found herself again feeling like an outsider. This woman obviously garnered special favor with the Time Lord as did Donna who shared about her experiences in piloting the sentient ship that double as their home. The Doctor she knew, after all, had always been very tightfisted with anything to do with Gallifrey technology or anything else for that matter.

The young medic could not help but recollect, with some resentment, how she had inquired about a similar privilege more than once while traveling with him only to have him either shoot her down outright with talk of the complexity involved or ignoring her request all together. River Song was just one more reminder of why she would never allow herself to be so caught up in the Doctor again. She had always been the expendable one to him. Everyone else always seemed to rate higher in his esteem than she could ever manage. Though he had, with what she believed at the time, were sincere words convinced her to return, his actions continued to show her that not much had changed between them.

Lost in her thoughts, Martha did not notice her other shipmate saddle up next to her until the older woman spoke softly near her ear.

"Penny for your thoughts."

The younger woman forced herself to smile as she recovered from her start, "Nothing really worth sharing."

Donna scoffed skeptically, "You sure? Nothing to do with the Doctor and G.I. Jane over there?"

Martha couldn't fight a quiet chuckle despite her somber mood at her friend's description of the other woman. Donna smiled lightly glad to have gotten a less tense reaction out of her mate.

"But seriously, I noticed you checking them out a few times . . ."

"I was not," Martha retorted, immediately on the defensive.

Donna smartly returned, "You were. In fact if you had laser beams in your eyes, they'd both be dead."

Martha sighed, not liking being read or told about it.

"Whatever. The Doctor is the Doctor and obviously he and River have a past or future or whatever. Either way it's none of mine concern."

Donna simply shook her head at her friend's ardent denial of her clear interest in what was unfolding before them. She quietly watched Martha's back as she now walked over to the other side of the room. Donna sighed inwardly knowing if she did not act the Doctor would lose whatever chance he might have with the young MD.

So once Martha began perusing the stacks, Donna turned her attention to the often clueless alien who was riveted by the new arrival. While River was busy working away on a computer, the Doctor was leaning over her shoulder studying her work. Donna slipped over unnoticed and gave her companion a not so light tap on the back of the head. The Doctor looked up annoyed at being manhandled only to have Donna look at him sternly and quietly sing song, "Blowing it."

He looked at her with bemusement but her only response was to nod toward the books. He glanced over and saw Martha standing off from the others seemingly engrossed in some book. It was that moment that her eyes eased up to meet his which seemed to startle her before she quickly looked back down at the pages. It became clear to the Doctor that she had been observing his interaction with River and creating, God only knew, what kind of scenarios in her mind. Straightening, he turned back to Donna and gave a brief nod of acknowledgment before heading towards his other companion, hoping this whole mess didn't turn into another setback.

As he approached, he noticed she either didn't sense his presence or she was pretending not to. He sighed inwardly before gathering his wits and attempting to decipher her mood.

"Anything interesting?" he casually inquired.

She didn't respond or look up causing him to press forward, "Martha."

"Doctor," she replied coolly, still refusing to fully acknowledge him.

He sighed before deciding to be direct, "So, River Song . . . apparently a companion of one of my future selves."

Martha remained focused on the text, "Clearly."

"Look, Martha, I really don't know exactly who she is to me. I . . ."

Her eyes finally darted up to meet him as she curtly cut him off, "Don't bother."

The Time Lord, though, ignored the brusqueness of her tone and continued on, "I just want you to know . . ."

"Look, you don't owe me anything, including explanations. This is all part of time travel after all, right? Besides, I'd think you'd have more important things to be concerned with like keeping us all from being devoured by flesh dissolving shadows, yeah?"

She punctuated her mild rant by loudly closing the book she'd been coddling before stalking off. The Doctor just watched her go while wondering how much damage this unexpected trip might have caused.

Martha was becoming quite vexed at all the inquiries into her mood and was set to let go with both barrels when she sensed someone else hovering near her. But when she jerked her eyes up to meet, who she figured would be one of her shipmates, she instead found herself staring into the bright green gaze of one Dr. River Song. Martha took a brief moment to truly size up the petite powerhouse. Though not a classic beauty, she was by no means unattractive and the twinkle in her eye that seemed to divulge a self-reliant and adventurous soul, told her exactly why she and the Doctor might have been drawn to each other. Here was a woman that would keep the Time Lord on his toes and match his ego stride for stride. If it wasn't for all the mystery surrounding the nature of her relationship with the Doctor, Martha thought she might be more welcoming of the other woman.

As it was, they both stood silently, regarding each other until River finally broke the stalemate.

"So I finally get to meet the infamous Dr. Martha Jones," she chirped.

Martha gave a strained smile, "Infamous? Hardly."

River smiled brighter, "Oh believe me, your reputation precedes you."

Martha furrowed her brow, "Reputation? What are you on about?"

"He mentioned you were modest but come on, how many people can say they had a profound effect on the Doctor," River easily returned.

Martha continued to show her confusion, "What are you talking about?"

River eventually seemed to pick up on her genuine puzzlement and realized she might have been giving away too much.

"Oh, so you haven't done Midnight yet?"

"What's Midnight?"

River blew out a long breath, "Here I am about to give away spoilers. I guess I caught you all in the early stages of your travels as a trio."

Martha had been taught that it wasn't good to know too much about ones future and for the most part she accepted that but River's cryptic words had intensified her interest and so she questioned.

"What did you mean about me having a profound effect on the Doctor?"

River hesitated in response. She was measuring how much more she should or could say. She knew she needed to be careful not to give too much away but at the same time she knew just how important this woman was to her own future and felt a need to give her something and so eventually she inhaled and began to speak again.

As vaguely as she could manage, she simply stated, "Just know that he credited your influence with making him less thick about things and more willing to open up to others."

Martha found that a daft concept just because so much of her relationship with the Doctor left her feeling like she was all but invisible to him. She had never really believed she landed on his radar, the kiss before she left and his words that propelled her to return notwithstanding. The words the other doctor uttered did make her curious about what might happen in their future dealings to bring about such a declaration but Martha was also pretty sure River had said all she would about what was to come.

The other woman gave her an earnest smile before excusing herself, leaving Martha alone with her thoughts once more. It didn't take her long, though, to search out, with her eyes, the object of her thoughts. Her gaze found him across the room huddled with Donna and a couple of others but his gaze wasn't on the small group around him but on her. Unlike her earlier reaction to being caught out staring, he did not flinch from her stare but held it with an assurance that slightly unnerved her. He then offered her a light smile. Martha, still unsure of how she felt after River's revelation, only managed a nod of acknowledgement before breaking their brief interlude and turning her attention back to her role in making sure they all survived the library.

Once again the companions found themselves observing the Doctor dealing with yet another tragic ending. River Song had sacrificed her life for him . . . for all of them, connecting her consciousness to the main frame of the library computer in exchange for the many others caught within its matrix. Once the alien had come to, after a pretty solid take down by River, he and his companions were left with the task of getting everyone off the planet as expeditiously as possible. The process was taken on in respectful quiet and now as the trio stood watching the remnants of River's group depart, that silence became thicker. Both Martha and Donna knew the Doctor often covered his grief with his mania and each was preparing for the inevitable shift but surprisingly it never came.

He remained uncharacteristically calm and quiet. Donna took the first crack at trying to reach out, slowly, moving close enough to his side to give him a gentle nudge with her elbow. He glanced over at her and she asked, "Are you alright?"

He gave a somber smile, "Yeah. I'm fine."

"Really?" the redhead lightly pressed.

"You know me, onwards and upwards," he returned with obviously feigned joviality.

Neither woman was buying however. He was about as fine as a kicked puppy but pressing for more from him, they also knew, would only lead to him completely shutting down. So Donna left it alone for a change, nodding at him before heading towards the TARDIS. Martha, though, hung back when he made no move to follow. She knew he was loathed to accept comfort of any kind but something in her would not, could not, let her leave it this way. With River's revelation from earlier dancing in the back of her mind, Martha decided to be discreet but bold, accepting that if he rebuffed her simple gesture it would tell her far more than any words anyone could utter about their second tour together.

Slowly, she reached out a few fingers and gently grasped on to a couple of his. For a moment neither made another move. Martha held her breath, preparing for him to either pull away or laugh off her actions. Instead, her heart leapt gently as she felt his fingers gradually curve around hers, adding a small squeeze at the end. She stole a quick glance downward at their now clasped digits before returning her gaze to his profile. His own gaze remained forward but she could see the hint of a small smile on his lips.

Martha finally exhaled the breath she'd been holding and half smiled herself as they seemed to mutually come to an agreement to start towards their ship. Though their hands separated as they made it to the door, the significance of the moment wasn't lost on either of them. He'd just displayed a shift she knew was not easy for him. Small though it maybe, it was a step in the right direction.


	13. Chapter 13

**Here's the next chapter. There is a bit of exposition but I hope the later part makes up for it. Thanks again for the lovely reviews and for hanging in there with me.**

**Disclaimer: I own nothing.**

Chapter 13 . . .

Martha sat alone in the kitchen of the ship nursing a cup of tea and listening to the steady hum of the sentient machine and recollecting the conversation she shared with her fiancée or, more accurately, her ex-fiancée the night before. His initial response had been one of confusion that soon turned to frustration and anger. She knew he had a right to every one of those feelings after what she had done. Not only had she lead him on but she had also ended things like a coward over the phone while they were thousands of miles apart. She hadn't meant for the actual break up to happen just yet but when he kept up the charade of them being some happy couple the truth just came tumbling out. She began to tick off numerous reasons why she knew them going through with the wedding and marriage would be a mistake.

Surprisingly, Tom didn't try to refute any of her claims—at least initially—instead he chalked everything she was saying up to cold feet. He calmly stated that it happens to every couple and that it would pass. For a moment, Martha was unsure of how to react to his composed reply. Here she was expecting him to be angry or at least indignant but instead he was talking as if she just said she wanted to change the color of their flat. She finally recovered enough to respond that it was more than cold feet and told him truthfully, that she had been unsure of things from the very beginning. This finally got a more passionate response from him as he quietly pleaded for her not to make this decision emotionally. He lamented not being there enough to reassure her and making promises of no more long trips once they were married. Martha had sighed and told him again, more firmly, that there wasn't going to be a marriage. She told him she would not be responsible for them both being miserable for the rest of their lives.

That statement silenced him for a long while to, at one point, she called his name to make sure he was still there. It was then that he asked her point blank if there was someone else. The question gave her pause. It was true that spending time with the Doctor again had precipitated her actions but it wasn't because she was expecting or even hoping for something more than regaining their friendship. She learned her lesson well that friendship was all she should and could expect from the Time Lord. Yet it was the things she had seen with the alien that had directly affected her decision to end things with Tom. Watching both the Doctor's daughter and River sacrificing themselves to save so many just showed her how quickly life could be lost and to spend the precious little time they were given being unhappy and unsure was no way to live. She did not want to look back and have regrets and wonder what if.

It was with these thoughts in mind that she then explained to him that this was about her and no one else. Whether or not he believed her she might never know because with a flash of anger he had never directed at her before, Tom began ranting about how short sided it was for her to give up something so good because she was afraid of missing out on something else that may or may not be better. He went on to add that no one would love and care for her like he would. He concluded by telling her why he had called in the first place which was to let her know his mission had been cut short and he would be back in less than a week's time. He bluntly stated if she was not at their flat to greet him then he would know exactly where they stood.

The bitterness behind his words shattered Martha some. She'd caused this and knew she had to bear the consequences but when he, without so much as a good bye, ended the call she felt tears sting her eyes. They were tears of regret for hurting him and sadness because she knew as she put her phone away that would be the last time she and Tom probably ever spoke. Martha was also well aware that there were sure to be more repercussions to come for her action, namely her mother. She knew Francine would do everything she could to convince her to return to Tom once she found out and if she even got an inkling that the Doctor was involved in her thought process, she knew she would never give Martha a moment's peace. She sighed inwardly and hoped that Tom would not contact the older woman or vice versa before she got the opportunity to speak with her first. She, though, was nowhere near ready to have that conversation yet so as she silently prayed for a reprieve she was joined, unbeknownst to her, by Donna.

* * *

><p>The bubbly redhead strolled into the kitchen and noticed the daze look on her friend's face that had been planted there since their adventure in the library. Her demeanor had been more somber than even the Doctor's and she wondered if something more was afoot with the young medic. Though the pair had an almost immediate rapport, Donna was still in the process of feeling out her newest friend's moods. She didn't want to overstep yet, just like with the Doctor, she felt it didn't pay to let things fester when a brief conversation might alleviate the situation. The trio had been floating around the vortex for a couple of days attempting to decompress and it was during this time Donna really noticed how withdrawn and reflective the younger woman appear and finding her again looking so lost in thought heightened her curiosity and concern.<p>

Finally she decided to simply take the plunge and animatedly plopped into the seat directly across from the daydreaming woman. Martha instantly started at the unexpected interruption.

"Oh, hey, Donna. What's up?" she asked.

Donna looked her over a minute more before smartly retorting, "I should be asking you that."

"Sorry?"

"For the past few days you've seemed really down. I know we don't know each other that well yet but I get the sense that something is troubling you. Are you still thinking about River?"

Martha sighed. She hadn't realized her mood had been written across her face but now that she had been caught out she felt that a bit of an explanation was in order for her shipmate. So with a faint smile of assurance she softly replied, "Yeah . . . I have. Witnessing her life being snuffed out so suddenly got to me and also got me thinking about my own life."

Donna returned her miniscule beam, "Come up with anything interesting?"

"Sometimes I wish I had taken a different path. Maybe instead of becoming a doctor like everyone in my life urged, I could have been an artist, things like that. I was so used to being the "good girl" of my family doing whatever was expected of me that sometimes I feel like life actually passed me by. I was an A student, went to medical school, became a doctor and was all set to marry a doctor because it was what, I believe, was expected. Not that I regret becoming a doctor and being able to do some good in the world but what if I found a different way to make a difference? Would my life have been more . . . fulfilling? I often feel like I never really took the time to just be me, you know? I think I really need that now and that's one of the biggest reasons why I accepted the Doctor's offer to travel with him again. Maybe the time away will help me with that."

She finally paused to take a breath and laughed a bit at herself before adding, "Sorry for the soliloquy. I guess I really needed to get that off my chest."

A smile of understanding and a nod greeted her, "Not at all. I did ask and I actually can relate on some level. I'm like the opposite of you in that I was the underachiever of my lot, at least to hear my mum tell it. It seemed she could never pass up the chance to criticize me or relay how disappointed she was in me as a daughter. I know, in her own way, she loves me but her idea of help often consists of nagging me into something better. I, too, sometimes wished I could just be given the opportunity to figure out what I am good at without outside commentary. Meeting the Doctor afforded us both that luxury which I think we can both say is a blessing and a curse. Usually we're so busy running for our lives we just don't have time to fret over anything else."

Martha chuckled at her statement and Donna joined her. It seemed a chat was exactly what she needed because Martha now found herself more relaxed in the other woman's presence. Donna sensed the less contentious mood as well making her feel comfortable enough to inquire about a statement Martha made earlier in her speech.

"You said earlier that you were set to marry a doctor . . . past tense."

Martha's smile faltered a bit. She realized the slip seconds afterwards but had hoped Donna hadn't picked up on it as she plowed ahead. _No such luck, _she thought. Though she knew she didn't have to share about the breakup, she found her easy affinity with the redhead wouldn't let her do anything less.

With a quiet sigh, Martha eventually answered, "You heard right. That's the other part of my more reflective mood. I ended things with Tom last night."

Donna immediately was more solemn as she returned, "Oh, Martha, I'm sorry. What happened?"

Martha shook her head, "I just couldn't go on pretending being with him was what I wanted. In the long run, I think it is what is best for both of us."

Donna only nodded this time but her steady gaze told Martha there was something more on her mind, so she prompted her.

"What?"

The redhead hunched her shoulders, "I guess I'm just curious. This change of heart . . . it doesn't have even a little to do with a certain, skinny, hyper alien who fancies trainers?"

Martha smirked at her description, "I'd be lying if I said he didn't play a part but not in the way you might be thinking. I truly have no illusions where the Doctor is concerned. I understand there are severe limits to what he can give to anyone and his friendship is something I cherish too much to lose over imaginings of something more. This time around I intend to live and let live and enjoy the ride for a change."

Donna gave a knowing smile. She knew that friendship alone would not suffice for the lovelorn Time Lord. If Martha truly believed that was all he was capable of with regards to her, she knew the youngster was in for a rude awakening somewhere down the line. Donna had seen the Doctor determined a few times since she'd been with him and he somehow always managed to achieve his goal. He appeared to now have his sights set on the lovely woman sitting before her and Donna was glad of it and willing to play her part to see that these two got the chance to be happy together if they so desire.

So in a motherly fashion that belied her actual years, she patted Martha's hand as it rested on the table and cryptically replied, "There's sure to be plenty of surprises on this ride."

Martha gave her a smile and a nod, missing the innuendo involved as she playfully retorted, "With the Doctor how could there not be?"

* * *

><p>The Doctor knew he should have announced his presence the second he heard his two companions chatting but when Donna asked about a change of heart and whether he was the reason, he could not make himself interrupt. As he listened intently to Martha's response both his hearts sank more than he imagined. To hear her all but say she'd given up on anything deeper than friendship happening between them caused him great sadness. Again, he knew it was his own fault. After all the times he had pushed her away and made her feel as if she could never measure up, she had finally taken the lesson to heart and was unwilling, at present anyway, to risk anything more than friendship on him.<p>

He took a moment to push back the panic threatening to rise with that revelation and then desperately began to search his vast mind for some way to convince her that he was indeed ready for more with her. It only took a few moments for the idea to come to him once he calmed himself. As was so often the case of late, Donna was again giving him a nudge in the proper direction, even if she wasn't aware of it this time. Her side of the conversation made him realize what it would take to gain her trust enough to let him back in to her heart again. He smiled a small smile of satisfaction before finally taking steps towards what he hoped would be a new beginning for he and Martha.

Eventually waltzing into the kitchen, he sunnily greeted his shipmates, "Ladies."

Both looked up and smiled. Martha's gaze, though, lingered as did the Doctor's. Donna watched and smirked inwardly. _These two maybe the death of her, _she thought. Sensing the change in the atmosphere with his arrival, Donna decided to make herself scarce, hopefully giving the duo a chance to chat. Slowly she rose from her perch and promptly made an excuse to leave them to it. After she walked out the kitchen, the Doctor eased into her seat and placed his focus on Martha. There was an extended silence that soon became unnerving for the young doctor and she finally broke the stalemate, "Is there something on your mind?"

He held his tongue a beat longer before frankly replying, "You know, you can talk to me too."

"I do talk to you," Martha replied a bit bemused.

"I mean about things important to you. I've noticed that you and Donna have gotten on quite well and seem to chat all the time. You can do that with me as well is what I meant."

His declaration brought an extended examination from his mate. Martha was shocked for sure but also intrigued. She decided to press him and just as abruptly retorted, "Really? Because the Doctor I knew used to hightail it to the ends of the universe anytime "the personal" was even hinted at."

The Doctor's first inclination was to become defensive. He had in fact shared with her more about himself than with any previous companion. He briefly recalled their talk in New New York in which he revealed the fate of his home world and its people. Yet he knew if he took that tract he would lose ground with her and end up in an argument that he knew he could not win. Because as much as he had disclosed, he knew she was right that he mastered the art of only giving out what he wanted to and also rebuffing any attempt at reciprocity. After the Time War and then losing his first real attempt at something more personal afterwards, he had closed himself off from such things and unfortunately, Martha bared the brunt of his grief.

Yet even then, as he attempted to keep her at bay, he knew that Martha was something special and might have become something more if it had not been for his hurt and pride. So biting back his usual clipped retorts in such situations, he instead offered a patient sigh as he matter of factly returned, "Even Time Lords can change, Martha."

Her initial response was a raised brow to which he persisted, "Try me."

Martha studied him again for a long moment. She was still unsure of what was bring this on or if it would last but, for the moment at least, he seemed completely genuine about his interest in what she might say and knowing that he would eventually learn about it anyway she finally exhaled and candidly offered.

"I broke things off with Tom."

The Doctor prided himself on his ability to look completely unaffected by even the direst of news or situation but at those six little words he found himself having to concentrate very hard not to let a laugh of relief and glee. The news that Tom was no longer in the picture was like all of the best holidays rolled into one for him. She was free again and that knowledge enhanced his determination not to mess things up again. His eyes scanned her face briefly and found that she did not appear overly upset by the declaration, which also pleased him but he knew he had to play it cool or risk alienating her. So with a stoic countenance and as much sympathy as he could muster, gently said, "I am so sorry, Martha. What happened, if you don't mind me asking?"

Martha unabashedly held his gaze as she plainly replied, "I just finally admitted to myself what I always knew deep inside. That as good a man as Tom is, he was not and is not the man for me. On paper we seem the perfect pair but the reality was I never felt for him what a woman should feel for the man she was planning to marry."

The Doctor examined her thoughtfully. He knew by the way she spoke this was no easy decision for her but also that it was probably for the best. Martha, though, took his quiet contemplation as him being uncomfortable with the entire conversation. She was pretty sure he was thinking of a way to end it as quickly as possible, however, his next words refuted that belief.

"I know that couldn't have been easy. Not only ending things but realizing it was the right thing to do and from what you've said, it was the right thing."

Martha gave an appreciative smile at his thoughtful reply, "Hopefully, one day, Tom will see it that way as well. I know we would have only, eventually, made each other miserable."

Softly, the Doctor replied, "Somehow I find it hard to believe anyone would be miserable being with you, Martha."

For a brief instant she thought to fire back that he had in fact done a pretty good job of playing that part but when her eyes remained locked with his she could sense that he truly meant what he was saying and she immediately felt herself begin to blush at what was meant as a subtle compliment. The Doctor, of course, noticed the flush and gave her a coy smile of his own, prompting her to attempt to get the spotlight off of her.

"So enough about me . . . How are you—really?"

The Time Lord hesitated at her question. He could sense this had the possibility of being another defining moment in this new relationship they were attempting to forge. As her deep brown eyes considered him, he knew she was testing the waters with him, ascertaining if things were indeed changing between them. In the past he would have blown off the inquiry and moved along to the next thing as a distraction but he knew that would not fly now. He had always been rubbish at sharing his emotions, usually choosing to push them aside and move forward, but he knew if he did that now—shut her out—she would take that as a sign that he wasn't sincere about changing their relationship. So with a quiet sigh, he returned his steady gaze to hers and frankly plowed forward.

"Honestly . . . it's all starting to get old with me. Having people I know and care about being hurt in my name is becoming draining. I often find myself wondering if I'm doing more harm than good by bringing other's into my world."

Martha was momentarily speechless. It wasn't what he admitted, though it was major, but the fact that he admitted it at all that had stolen her ability to speak. She truly expected him to fall back into old patterns but he had been refreshingly forward with her and she had been unprepared for that. She did eventually gather herself and unreservedly rested a hand upon his as it sat on top of the table.

Then in a warm, soothing tone, she answered his concerns, "Trust me, Doctor, you do far more good than harm. When I met you I was so focused on my studies, that I was barreling down the road to being sanctioned. The moment I decided to join you on the TARDIS, you opened a whole new realm of possibilities for me. I saw, truly saw, the world for the first time in my life. I have never regretted making that choice just as I am sure many of your other companions would attest to."

It was his turned to smile and flush slightly at her encouraging words. Then a bout of sobriety hit nearly as quick as he quietly replied, "Unfortunately not all of our time together was so grand."

"No, it wasn't but I still would not trade the experience for anything. The good and not so good help to change and shape me into the woman I am now. Besides, you were not fully to blame for how our first go around went. I think we both played a role in how things ultimately played out. The need for firm boundaries was not addressed and that made for more tension than would have been had we both been more direct about what our relationship was. Now that we have both had time away I think we understand now that what we have is a strong friendship and I imagine that will make for a more relaxed atmosphere for the both of us this time around."

The Doctor's countenance sadden some at her final words. He wanted to be her friend, of course, but not just that. Not anymore. Martha figured his sadness was simply some lingering regret about having hurt her before and so she gave his hand a reassuring squeeze. He glanced down at her hand covering his and briefly imagined what it would be like to hold it firmly in his and even bring it to his lips as a sign of something more than "friendly" affection. He closed his eyes briefly, trying to compose and reassure himself that he would use every opportunity at his disposal to make that scenario a reality.

As his eyes slowly drifted open, he found her looking upon him with a look of peace that made him smile.

"So does this mean you will be staying on for a bit longer?" he finally asked.

Martha worried her lip a bit before finally nodding, "If you and Donna don't mind having a third for a while longer."

His smile only grew, "There is no question."

She finally smiled back at him, "Alright then. Where are we headed next?"

Gently and a bit reluctantly, he slid his hand from under hers and began to rise, "Well, Dr. Jones, that will be entirely up to you. Anywhere you'd like to go."

Martha rose as well and playfully tapped her lips as if in deep thought before inquiring, "I wonder if Hippocrates was really as wise as all my lecturers presented him?"

The Doctor bounced slightly on his feet as he joined her in the banter, "Actually, I found he wasn't as clever as advertised but I'll let you form your own opinion. Shall we?"

Martha nodded her approval as he gallantly motioned her towards the door. As she obliged, he studied her one last time. He knew now it was only by doing the little things, taking a genuine interest in what was going on with her, as well as opening up more to her that he was going to gain his ultimate desire.


	14. Chapter 14

**As always, thanks for the replies, alerts and continued interest.**

**Disclaimer: I own nothing.**

Chapter 14 . . .

After what felt like non-stop adventuring with interesting stops in the past, present, and future, the trio eventually agreed to a well-deserved break. When the Doctor suggested the vacation planet Midnight, Martha was immediately intrigued. It was, after all, the place River had hinted at and seemed to imply something significant to both she and the Doctor happened there. She was a bit anxious but also curious to see what was to come and so she eagerly agreed to his choice with Donna easily making the decision unanimous.

Unfortunately, once they arrived and got settled in their luxury suite, deciding what to do proved a bit more difficult to agree upon. While the two women envisioned a break lounging and being pampered at the hotel spa, the Doctor suggested a train ride around the planet. At issue was that it was a three hour trek on a train filled with other tourist. Neither Donna nor Martha found that option more appealing than relaxing in the spa. He bantered, pleaded and cajoled for at least one of them to join him before Donna put an end to the debate when she looped her arm through Martha's and began in the opposite direction before Martha could cave. He stood watching the retreating pair's backs before eventually accepting defeat and heading off to take the tour on his own.

* * *

><p>It was later in the day, as Martha and Donna lounged by the large indoor pool, that their peaceful interlude was shattered by the resort manager. He promptly began to explain that there had been a problem with the train the Doctor had taken. Both women were immediately alarmed but the manager assured them everything was under control and that the train should arrive at port within the hour. The pair hastily made their way back to their suite to change before going to meet the train. The passengers were just disembarking when they arrived. Everyone who stepped off appeared unusually quiet and even a bit pale. Eventually their mate came into view and neither hesitated to go to him and engulf him in a warm hug. He, surprisingly, accepted the embrace with little resistance.<p>

The friends eventually made their way back to their room where a dazed Doctor was coaxed into sharing what had happened on his trip. He gradually conveyed a tale of mob mentality that led to one death and nearly his own. He explained about the creature with the ability to overwhelm a person's mind and how it created the situation on board the train. It was clear from his tale that whatever it was was dangerous and having people around it was just bartering for trouble. Martha and Donna agreed with his assessment that management needed to be made aware of the danger before they left the planet themselves.

Martha soon exchanged a knowing look with Donna as both noticed the Doctor still appeared to be in a bit of shock about everything. Clearing her throat lightly, Donna abruptly announced she would start packing. Though the Doctor never reacted to her pronouncement, Martha gave her friend a grateful smile before watching the other woman vanish into her room and push up the door.

Once they were alone, Martha inhaled deeply. Things had gradually been changing between she and the Doctor since they confided in each other after her break up with Tom. He seemed more open to discussing things with her, running thoughts by her and earnestly seeking her and Donna's opinions about certain situations. But this type of situation gave her pause. It was emotional and tenuous and there was no way to tell how he might react to her prodding. His ire might be raised and aimed at her or he could shut down all together. Yet as she glanced over at her obviously distressed mate, Martha knew it was risk she had to take. So in a tone meant to soothe, she softly began, "Do you want to talk about it?"

His initial response was to lean back against the sofa they now both occupied and ran his hands over his face. After another lingering moment of silence he shakily began to speak, "I used to believe that given any situation, no matter how dire, somehow humanity would rise to and above the adversity they might face but after today . . . Martha, I just don't know anymore."

He paused and inhaled deeply. Martha could see how the experience had taken a toll on her companion. His face bore the expression of one both tired and hugely disappointed. He was, for the first time she could remember, truly questioning if the human race was worth the effort. She longed to find the right words to convince him they were but before she could, he began to speak again.

"I mean I can understand being scared. Blimey, I was a bit afraid myself but to be willing to sacrifice another being to save yourself was just more than I was prepared to deal with this day."

Martha sighed and glanced over at him. What could she say to that? She had, herself, had occasion to wonder about her species but she also believed with all of her heart that there were more people worth saving than not. She gradually leaned back as well joining him in his reclined state before gathering herself to attempt to champion the human race. While he kept his eyes forward, she could sense he was waiting for some response to his musings and she finally offered what she could.

"I know you have so much invested in us humans and our little planet and sometimes it probably feels as if it's all in vain. I recognize what that feels like, especially after the Year. There were many times during that mess that I felt like giving up and giving in. More times than I cared to admit that I observed humans turning on each other over scarce resource or using the misery around them as a means to their own end. Yet every time—every single time—I found myself ready to give up on us I would see something so simple as a complete stranger sharing the last of their food with someone staving or people offering to share their meager shelter with as many as they could accommodate and it reminded me not only of what I was fighting for but also that there were more people like them in the world than the other kind."

This time she paused and studied his softening profile. He nodded thoughtfully but remained quiet, allowing her to add one more thing.

"I know I probably don't have the right to ask—none of us does after all you have done for our planet—but I'm going to anyway."

She leaned in closer to him, her lips tantalizing inches from his ear, and softly implored, "Please don't give up on us . . . any of us."

Her emotional plea finally caused the Time Lord to snap from his stupor and seek out her gaze. He was surprised to find that she did not expand the distance between them when he turned. Her face remained just mere inches from his own and for a long moment neither moved or spoke another word. The Doctor's mind, though, was whirring a mile a minute. He was pretty sure her words of reassurance were deeper than their surface meaning. She wasn't just talking about the human race but herself personally. Was she telling him she might not be a lost cause after all? Almost too afraid to hope, he decided a calculated risk was in order. The moment seemed too perfect to let pass an opportunity to see if his strategy of the little things was indeed bearing fruit.

The last time he attempted what he was now contemplating she had taken it the wrong way, saw as him manipulating her. This time he hoped she would take the gesture for exactly what it was, him reaching out to her. With a brief moment of hesitancy, he closed the minute space between them and pressed his firm, thin lips to hers. Martha was, of course, surprised at his actions. Yes, he had initiated previous kisses with her but this was the first time that there didn't feel like there was an agenda involved. He wasn't using it to gain an advantage with some foe or to forestall her imminent departure. This time he was kissing her like someone who simply wanted to show and receive affection. And so she gave into the moment almost immediately and softened her features to accept his sweet, undemanding kiss.

How something so simple as a kiss could set her whole body afloat was something she could only marvel at. This impossible man was again drawing her in and Martha knew it would be oh so easy for her to become lost in him again. Her mantra from the moment she re-boarded the TARDIS was they were simply mates. Nothing less. Nothing more. Yet at this moment all of her senses and emotions became crossed and for a fleeting moment she allowed herself to believe there was more behind it than just one friend seeking comfort from another. However, no sooner had that thought crossed her mind she felt his lips, slowly begin to retreat from hers. The loss, disturbingly, caused her heart to momentarily sink. That feeling, though, was soon replaced by another—fear. Instantly she feared that he was preparing to again retreat from her and their intimacy. Images of other times she was devastated after he gave her a glimmer of hope of something more only to take it back began to pass through her mind. Silently, she chastised herself for getting lost in this thing again and immediately began to steel herself for the excuses she convinced herself were to come.

Yet when the connection was finally severed and her eyes, which had drifted closed during the exchange, gradually fluttered open she found him gazing at her steadily. The look in his eyes was not that of one getting ready to shatter her. He, instead, appeared quite content, a marked change from just a short bit ago. His countenance along with the small smile that curved the corners of his lips slowly put Martha's fears at bay. She tentatively returned the gesture and inwardly sighed a breath of relief. Another hurdle, it seemed, had been overcome on this journey they were cautiously taking together.

* * *

><p>Donna poked her head out of her door when she heard the quiet chatter of earlier stop. A warm smile graced her face as she observed two people who had become like family to her peaceful and content in each other's presence. She truly believed that if anyone deserved some happiness it was the Time Lord she had come to think of as her best mate. And as unorthodox as the pairing might seem to some, she could see that the lovely Martha Jones brought him that and she couldn't be happier for them.<p> 


	15. Chapter 15

**As always, thanks for the replies, alerts and continued interest.**

**Disclaimer: I own nothing.**

Chapter 15 . . .

It'd been a week since Midnight and Martha was still floating after the events there. Despite the terror that preceded the intimacy she and the Doctor shared in the hotel suite after another candid conversation, she could sense a new air between them. Though their moment of affection hadn't been repeated, it was clear opening up to each other was changing not only her but the Time Lord as well. He was definitely more considerate, not so easily dismissive of either her or Donna's suggestions. He also continued to do little things such as bring her tea when she was up late reading in the TARDIS library or seeking her out when he was uncertain about something he was thinking of doing. It was as if for the first time, since she had known him anyway, that he truly felt he could really rely on others. Knowing that he was beginning to feel that comfortable with her brought a tender smile to her face.

As she sank further into the plush chair in her bedroom and the mellow tunes of her IPod over took her she allowed her thoughts to drift over all that had happened since she rejoined the TARDIS crew. Initially, her intentions were only to give herself a break from her life, even reevaluate a few things but the more time she spent on the ship and in the presence of him, the more she realized that her best laid plans were going astray and honestly she was beginning not to care. Being on board with both the Doctor and Donna had been a godsend. She hadn't been this relaxed in months she now realized and finally feeling as though the Doctor was actually seeing her was like the icing on the cake. She had yet to come across a down side.

Unfortunately, it seemed the universe was not as optimistic. While Martha sat distracted by her jovial reverie, her mobile began to ring. She was in such a wonderful mood that she had forgone checking her caller id before turning her phone on, an oversight that instantly proved fatal to her contented outlook. With her last moment of undisturbed joy, she cheerily answered her phone, "Hello."

"Martha Leah Jones, where in the blazes are you and what is this rubbish Tom is telling me about the engagement being off?" her mum bellowed into the speaker. Martha's face instantly fell at the sound of her mother's loud and furious tone. She should have known her mood was too good to last.

"Mum," she quietly answered.

Francine was already primed and moved forward without receiving a response to either of her questions or even giving cursory pleasantries, "Oh, so you do remember who I am. I figured that since I haven't received a phone call in a bit you'd lost your memory. Or maybe just your mind. Now tell me where you are and what this nonsense is about the wedding being off."

Martha inhaled deeply and battled to calm her growing irritation before softly replying, "It's not nonsense. There isn't going to be a wedding."

A lingering silence met her statement before Francine finally broke the stalemate in a bit more calm but no less agitated tone, "After all the time and money your father and I have put into this, you just decide it's over and don't even have the decency to tell us yourself. I had to hear it from you distraught fiancée, excuse me, ex-fiancée. I think we are due an explanation, young lady."

With a sigh, Martha closed her eyes and took a moment to gather herself. She knew this was coming. Her mother was a legend when it came to the guilt trip. She had the ability to make you apologize even if you've done nothing wrong that you could recall. Martha knew she would be unhappy with her decision and would pull out every trick in the book to get her to change her mind yet knowing it was coming still hadn't prepared the young MD and she momentarily stumbled her words.

"It's like I told Tom . . . I just didn't . . . We just wouldn't be happy together in the long run."

"Really? And what pray tell brought on this surprising epiphany, considering up until now you've both seemed rather happy about the situation?"

Knowing this was now her mother in detective mode, Martha rolled her eyes. She knew if Francine even got a whiff of the Doctor around this situation she would hit the roof so Martha attempted to throw her off the scent and place the focus squarely on her.

"Life brought it on, Mum. I realized life is just too short to do things just because others think you should. I know I'm just dumping all of this on you suddenly and I am willing to reimburse you and dad for the expenses you have already incurred but the wedding is not going to happen."

Francine huffed into the phone, "There has to be more to this than a simple change of heart. You and Tom were happy and now suddenly you aren't."

She paused briefly and Martha could almost hear her mind working, trying to put the pieces together but before she could attempt to waylay her mum, the elder Jones cut back in, "Where did you say you were?"

Another sigh escaped Martha's lips. She did not want to lie to her mother but she also still wasn't up to what she knew would come with the truth. So again she tried to be circumvent, hoping Francine would just back down, "I didn't."

"Don't get fresh with me, Martha. Tell me where you are right now."

"I am not a child, Mum. All you need to know is that I am safe and I will be back," she returned abruptly with what she hoped was an air of finality.

Francine, though, seemed to pick up on something in her tone. Maybe it was defensiveness but also some defiance and in an instant it dawned on her the last time Martha behaved this way and why. With a heavy dose of incredulity, her mother stated, "You're with him."

It was a definite statement. Neither had to identify "him". Martha blew out a breath and steeled herself to handle this conversation the best way she could. Her mum though would not give her the moment to collect herself as she pressed, "You are, aren't you?"

She knew a denial now would do nothing to stem the tide, Martha finally stoically replied, "Yes."

Martha was expecting ranting and raving but what she got instead sent a cold chill down her spine. In the most even timbre she had ever heard from her mother, Francine spoke, "I cannot believe after all the chaos and strife he caused the last time that you would be foolish enough to get entangled with that . . . that alien again."

Trying to recover from the lack of emotion in her mother's voice, Martha replied, "Mum, I know you're concerned . . ."

"Damn right I'm concerned! When I see my beautiful, intelligent daughter acting every bit as daft as some rock band groupie, yeah I'm concerned. Do you not remember the year, for God sake? Remember that your father, sister and I were tortured by one of his people? Have you forgotten watching the world burn all because of your association with him?"

Martha's own poise finally snapped as she defensively sniped back, "Of course I remember what happened! I remember everyday what happened but you're not being fair. You're laying all of this at his feet. He couldn't have known what the Master would do and do you remember that he was also tortured and eventually saved us all? I know he is not your favorite person, Mum, but at least be fair."

Francine smacked her lips and allowed some of her temper to finally come through in her speech, "You know what isn't fair, Martha? That every time he pops into your life he brings turmoil. What isn't fair is me having to sit by and watch you allow him to do it and then have to pick up the pieces afterwards."

Again her mother paused but after a soft sigh she picked right up, "You're right, I do not like him not because of what he is but because of the way he makes you behave. My sensible, confident daughter disappears whenever he is near and is replaced with someone I hardly recognize. I detest that."

Martha could find no words at that moment. She could feel the tension and also the sadness behind her mother's words and wished more than anything in that moment she could make her understand and see the Doctor in the same way she did. Yet before she could even begin to pull her thoughts together to try, another sigh greeted her followed by her mother's firm request, "Please come home before it's too late."

Her plea cracked Martha's heart. As brisk and forward as her mum could often be, she knew how deeply she cared for her and her siblings. She wanted to believe this was less about her trying to control her wayward daughter and more out of genuine concern for what might happen to her child. It was relying on this that Martha attempted to mollify her somewhat.

"I know you're concerned, Mum, but you don't need to be. I am fine. I just needed a break from everything and the Doctor offered that to me. Could you please just this once trust in my judgment?"

"I want to, Martha, but when it comes to that . . . that man you seem to lose all objectivity. We both know it is only a matter of time before mayhem and danger find you. Then where will you be? I'm begging you . . . please come home."

"Mum, I can't. Not yet," Martha emotionally returned.

Another silence befell the pair before Francine became more firm in her stance, "If you do this you need to understand there's the chance no one will be there to pick up the pieces afterwards."

Martha furrowed her brow. Was she talking about Tom and her being alone if things fall apart on the TARDIS or was she . . .

"What are you saying, mum?"

"I'm simply letting you know there will be consequences for your actions. All I am trying to do—all I ever want—is to save you, your brother and sister grief. I just want to keep you safe," she gently concluded.

It was Martha's turn to be incredulous at her mother's threat of disownment, "From what?"

Francine sighed at her tone, "From him . . . from that life . . . from yourself."

Martha swallowed hard to stave off tears as she asked for clarity.

"So that's it then? Either I do as you ask or I'm on my own?"

"I only want what is best for you," she softly cooed.

Martha could not bite back the harsh chortle that passed her lips as she replied, "I have to go."

"Martha, please think about this."

"Bye, Mum."

She then quickly disconnected the call before tears began to fall. The water now leaking from her eyes was partly from the sadness of what had just transpired but also from a place of fear. A fear that maybe her mother's words about what she became when the Doctor was around were closer to the truth than she'd like to admit.

* * *

><p>The Doctor was on a mission. Martha had said she'd be back in an hour for a rematch on their game of checkers. The main reason he was so keen about a simple board game that he'd usually dismiss was that the young medic had somehow manage to best him. His Time Lord ego would not allow the defeat to stand and even Donna's taunt to stop being a sore loser wasn't enough to get him to back down. Martha had requested a reprieve but promised when she returned she would enjoy beating him again. He playfully scoffed at her confidence before agreeing. That was over an hour ago. So it was he found himself, game in hand, heading down the corridor that lead to her room on the TARDIS.<p>

It was as he drew closer to her quarters that he was struck by familiar sense of foreboding. Like the day she returned, his ship was alerting him to her heightened emotions and by the time he made it to her door the feelings almost overwhelmed him. He knew without a question something was extremely wrong. Briefly, he searched his mind trying to think if she had seemed upset earlier but all he recalled was the three of them relaxing in the rec room, laughing and joking about. Martha appeared more than relaxed . . . she had seemed content. So what happened in the space of an hour to change that?

He finally shook the questions from his mind and decided instead to get to the bottom of things. So after a deep breath he gave a light knock to the door. When a moment passed with no reply, he knocked louder. After his third attempt was met with more silence he decided to be proactive and, if he needed to, ask for forgiveness later. It was when he entered that he first noticed the dim lighting and soft music playing in the background. As his eyes grew accustomed to the dimmer light, they soon found their way to the object of his concern.

Martha sat in her chair with her head reared back, as though looking at the ceiling. His first thought was that she had fallen asleep and wishfully hoped the distress he was reading was from a bad dream. However, as he moved further into the room and eventually came to her side the truth of the feeling was slowly revealed. Softly, he called her name trying to assess whether she was indeed sleeping but when her head fell forward at his call, the Doctor felt his hearts clench at the sight before him. Her face bore the telltale earmarks of someone who had been crying. Her usual bright brown eyes were slightly red and puffy and the dried tracks of her tears were still noticeable. What shook him the most, though, was a look of total resignation etched across her comely features. It was as though she had lost her closest friend.

The Doctor was unsure of how his presence would be received in her current state so he eased closer to her perch and tenderly whispered, "What is it, Martha? What's happened?"

She inhaled deeply through her nose before allowing her sullen eyes to focus completely on his concerned ones. She, though, remained silent, unwilling or unable to share with him what had caused this change. Slowly, he lowered himself to a crouch before her and studied her face for a long moment. A realization struck him at that moment that in the past he would have run from this very situation unashamedly. Yet in this instance a new instinct kicked in and he acknowledged that words were not what was needed here but something even more basic. Sitting aside his usual unease at such situations he reached out a hand to her, first cupping her cheek before gently guiding her forward and ultimately into his embrace.

Martha's surprise was obvious by her initial stiff response to his hold. Not once did she imagine this scenario. The Doctor she'd always known was squeamish about emotions. Yet feeling the strength and warmth of his hug meant so much in that instance that she found herself putting aside any skepticism and allowing what she had been holding in to come forth. While gradually returning the embrace, Martha allowed another round of tears to be shed for her mother's words. At first there were just gentle sobs but soon the floodgates opened and she could not restrain the tears and sniffles that followed.

The usually fortified walls of stoicism she hid behind crumbled in his arms and for the first time in a long time she allowed herself the luxury of breaking down. The truth was, she did not believe crying solved anything nor had she much time to indulge in such pastimes as she was often the one to be strong for others. That he was permitting her to give in to her emotions was so beyond anything she would have hoped for or expected that she found that some of her tears were for that alone.

The Doctor, for his part, was still a bit uncomfortable with the state he found her in but surprisingly to himself it wasn't so much the tears but what precipitated them that had him so unnerved. He had never seen Martha, usually so strong and brave, fall apart like this. He knew it had to be something major to have brought her to such a state. Instinctively, he tightened his hold on her hoping to convey his wish to share her burden.

The pair stayed that way for a long bit with him knelt before her holding her. Slowly her sobs subsided and her breathing evened out and it was then that Martha attempted to regain herself. Deliberately, she began to remove herself from their hold and softly apologized, "I'm sorry about that. I didn't mean for that to happen."

The Doctor let her pull back enough so that he could see her face and what he saw broke his hearts a little more. Her nose was tinged red and her face remained wet. She looked as vulnerable as he had ever seen her. Intuitively, his hands rose to enclose her face and his thumbs gently brushed the remnants of her tears away before he softly asked, "Do you want to talk about it?"

Martha sighed, "It just my mum being my mum."

The mention of Francine Jones set him instantly on edge. He knew the woman held little regard for him, which he did not blame her for considering everything that had happened to her family because of his acquaintanceship with her daughter. Yet the idea she had something to do with Martha's current state did not sit well with him. It was clear she now knew where Martha was and wasn't very happy about that knowledge.

His thumbs tenderly caressed her cheeks as he quietly exhaled, "I take it she knows about your rejoining the TARDIS crew."

"And my broken engagement," she added with a nod.

"Blimey! So clearly she didn't take it too well."

She gave a sad chuckle, "That's an understatement. She pretty much told me if I didn't come home now that I might as well not bother at all."

Those words were surprising, in some ways, to the Time Lord. He imagined Francine thought she was protecting Martha by trying to force her hand but didn't realize her threat was causing more harm than anything. He slowly slid his hands from her face down her arms and finally to rest in her lap with her own. He inhaled inwardly and held her gaze steadily as he steeled himself to ask his next question.

"Would you like to go back?"

His companion seemed to first be surprised and then suspicious of his inquiry. As she looked upon him with a narrowed gaze he could only imagine what she was thinking but as much as he truly hated asking he knew he would not only be remiss if he did not but also selfish. As much as he wanted her on board his ship and at his side he did not want to be the reason she and her mum were at odds.

After a long bout of silence, the young medic bluntly replied to his question, "No. I am not going to let her manipulate me into doing what she wants. In a few days she will hopefully calm down enough for us to talk again."

He only nodded this time prompting her to contemplate him for a moment. She knew this type of thing was not his forte but the fact that he was making such a herculean effort to be there for her made her feel even more assured that she was and had made the right call in staying. So she finally gave him a small smile and leaned forward, "Thanks for offering though."

He returned her beam before slowly beginning to rise. Martha figured that signified the end of their little interlude however the Doctor was not done surprising her. As he loomed over her for a lingering moment he appeared to cock his head to finally take in the quiet music that continued to surround them. A smooth smile slowly made its way across his face before he held out a hand to his companion. Martha glanced at the extended hand and then back into his twinkling eyes.

"Dance with me."

Again, Martha was stunned by the Doctor's actions. Yet when she watched him wiggle his fingers urging her to join him, she overcame her surprise and raised an eyebrow, "Dance? With you?

"I'll have you know I dance quite divinely, Dr. Jones. Remember the SS Brilliant? Besides, it'll make you feel better."

A smile soon crept across her lips at his persistence and she finally relented, placing her dainty hand in his. Gently, he pulled her up and back into his embrace. The pair held each other's gaze for a long moment. Martha found herself contemplating the man standing before her. It still sometimes utterly amazed her that he even existed. His very presence had challenged everything, scientific, she had ever been taught. Yet even after shaking up everything she thought she knew, she couldn't imagine what her life would have been like without him in it.

The Doctor, too, was caught up in contemplation of the petite powerhouse presently cradled in his arms. She'd come to him at a time when he truly needed a hand to hold and even as he tried to do everything in his power to push her away, she persevered and helped him find the light at the end of a dark tunnel. He knew he didn't deserve her loyalty or to have her by his side but he was so grateful to have both.

They eventually drifted further into each other's arms, Martha with her head resting on his shoulder and the Doctor's chin resting gently on top of hers, and slowly rocked to a light ballad that poured from her iPod. Neither felt the need to speak for a long while. Instead the duo allowed the smooth words of the song to caress them and the matching rhythm of their hearts to occupy them. It was only as the songs last chords began to play that the Doctor's lips slipped down to the smooth skin of her forehead and placed a soft lingering kiss there. Then in an earnest whisper against her flesh, he declared, "I'm really glad you decided to stay."

Martha pulled back from his hold slightly and found his brilliant brown eyes once more. The sincerity she found there brought another soft smile to her face as she quietly returned, "So am I."


	16. Chapter 16

**Alright, I have again taken liberties with canon but I hope you enjoy anyway. This is another bridge chapter but it will get us to the final act of this tale. Thanks again for the continued interest, replies and alerts. **

**Disclaimer: I own nothing.**

Chapter 16 . . .

The Doctor could not remember the last time he smiled so much and was really content. The past few months with Martha and Donna, however, had him feeling like the universe had finally cut him a break. They had gotten into their share of trouble but always managed to find their way back out. On more than one occasion both his companions were instrumental in making sure they did. Through true teamwork and his own willingness to rely more on them, he finally felt like some of the pressure of his duty was lifted from his shoulders. While plenty of their time had been spent assisting those in need and set wrongs right, the group had also found time to just enjoy discovering (or in the Doctor's case rediscovering) different time periods and civilizations. Exploration, in fact, was why they found themselves in their present location.

The trio was blithely sightseeing on a planet whose life blood was bartering. Any and everything purchased was to be bartered for. Donna's eyes grew wide with the anticipation of haggling for the deal when the Doctor explained this. Martha could only shake her head in amusement at the enthusiasm her shipmate displayed for their latest venture. As the threesome began traveling about the numerous shops and stands they could not help but notice the bustling swell of beings. It was a like a microcosm of all the places and people they had met on their travels. There were humanoids but also an array of many different types of beings represented. Martha smiled, still sometimes having to remind herself that it was all real and that none of it would have been possible without the impossible man walking beside her.

She stole a quick glance in his direction and marveled at how so much more relaxed he'd seemed. He was usually all manic energy, especially when they were out and about in the universe, but of late, she could sense a shift. He was more laidback and smiled more than she had seen him do ever. A small part of her wondered if her decision to come back had something to do with it but just as quickly she brushed that thought aside as conceited. Did she really believe that her presence affected him that much? Inwardly she scoffed at her own vanity. The Doctor was the Doctor and his mood could and probably would change with the tide. So she decided to just enjoy the change for however long it lasted and not overanalyze him or their situation for once.

The mates leisurely browsed the local wares and sampled the cuisine together for a bit before each eventually drifted towards booths that interested them.

While the Doctor perused a technological oriented stand, Martha was checking out one that catered to bookworms. Donna was eyeing some far out shoes designs when a brilliantly colored sign caught her eye. She drew her gaze away from the shoes she was perusing and fixed her gaze on what she now realized was a fortuneteller's booth. What better way to top off one of the most easygoing trips she had ever had in the TARDIS with her two mates than to have their fortunes read? A wide grin soon graced her face before she quickly went about gathering her companions to share her discovery.

She collected a puzzled Martha first before they made their way to the Doctor's side. He was right in the midst of haggling with a booth owner about some piece of tech when, Donna excitedly cut in about her find. What she wasn't expecting was the indifference she encountered from both her friends. Once she completed her spiel both the Doctor and Martha glanced at each other before both looked back to her with a look of apathy.

"Come on. You can't say you're not the least bit curious about what she might say," the redhead prodded.

The Doctor shook his head, "Not in the slightest. You know my mantra about knowing too much about your own future. Moreover, she probably knows as much about the future as you do. There are very few beings that have access to such knowledge and even fewer that would sale their skills for money."

Donna rolled her eyes at him only to turn to Martha and appeal, "Martha, what about you? Fancy a look into your prospects?"

The young doctor now gave her an apologetic smile, "I'm actually with the Doctor on this one. I guess it's all my scientific training but fortune telling in not really my bag."

Donna sighed exasperatedly, "Oi! You lot are no fun. It's not like you have to believe it. It's just for fun. Come on, whose going to join me?"

The Doctor just shook his head again before turning to look at another booth while Martha hunched her shoulders before joining him.

"Fine, Spoilsports. More good fortune for me," she finally replied before turning on her heels and heading off to the booth.

Once she was out of sight, it was the Doctor's turn to steal a peek at his other companion, who was now browsing the goods at a quilt stand. He was noticing too that she seemed so much more relaxed. Ever since Midnight, in fact, he had felt like she had eased back into her role on the TARDIS and in his life. She was always a good listener but it took time for him to truly appreciate that quality in her. Now he felt like he could talk to her about anything and not worry about saying too much. She would listen to him ramble and often have something insightful to say in response. The more they shared with each other the more easily such actions came to both and, in the process, he truly believed they were growing closer.

It was this feeling of familiarity that had him tempted more than once to finally tell her exactly what he hoped for them together. However, every time he considered taking that step, he'd question whether such a confession would ruin what they had already built. Would she still be skeptical of his motives? Would she chalk it up to proximity alone? It was funny to him, sort of, that a while back he would not have cared what anyone thought about him or his motivations but now, with so much riding on her response to him, the Doctor found himself anxious about what to say and when. He just wasn't ready to risk it—not yet.

Martha sensed his gaze upon her and finally glanced up into his thoughtful stare.

"What?" she asked with a light smile.

The Doctor returned the gentle beam before replying, "Nothing."

Her smile brightened as she bantered, "It doesn't look like nothing. I'm starting to get a bit self-conscious."

The Doctor chuckled at her teasing, "Sorry. I guess I'm just happy to see you seemingly so at ease."

"I actually feel more serene than I have in a long while," she earnestly replied.

His own smile broadened, "Good."

They pair shared a lingering look before the Doctor broke their reverie with a quiet invitation, "I hear they have someone who looms these quilts right here. Fancy a look?"

She nodded as she moved closer to him and confidently looped her arm through his, "I'd love to."

The Doctor was surprised but also pleased with her action. The fact that she was comfortable enough to casually latch on to him made him more confident that the time to share his true desire might be closer than he thought.

* * *

><p>After watching a quilt being made and a stop for a frothy blue drink that the Doctor assured her was safe for human consumption, Martha and the Doctor circled back with designs on finding Donna and heading back towards the TARDIS. The pair was chatting and laughing when they came upon the tent their friend had entered earlier. As the duo moved inside, both noticed the air within seemed thicker than outside. Their eyes immediately landed on their obviously distraught friend and then the teller inside and instantly both were on alert. Donna's eyes were glassy and her trembling hands rested over her mouth while the older woman with her was shaking her head and quietly chanting about how strong Donna was.<p>

Martha promptly went to her mate. She called her name and touched her face before Donna seemed to snap from her stupor. The redhead suddenly embraced her friend in a fierce hug.

"Oh my God! I . . . you're here and you're alive," she bellowed.

Martha furrowed her brow at the comment but nodded, "Of course I am. What's happened, Donna?"

Before she could answer, the Doctor chimed in, "I think this might have something to do with it."

The two women broke their embrace and allowed their eyes to follow his. On the floor next to the stool Donna had been sitting on was what appeared to be an enormous beetle lying on its back, dead. Martha and Donna's eyes widened, in shock and horror, at the sight of the mammoth insect.

"It's one of the Trickster Brigade. It alters a person's life in small ways, creating a parallel world in which their lives are changed, sometimes in major ways." He paused and glanced at a still shell shocked Donna, "Do you remember any of what you were shown?"

Donna began shaking her head as she distractedly replied, "No, not really. There are just fragments now. Almost like a dream and now it's as if it is all just floating away."

The group finally turned their gazes towards the teller, thinking she might have more answers, but noticed instantly that she had already made her escape. The Doctor turned back to Donna and pressed a bit more, "Are you sure you don't remember anything? Anything at all?"

Martha felt like the Doctor was harassing an already overwrought Donna and was about to tell him so when Donna shakily answered his inquiry, "There was this woman there too. She was blonde with brown eyes and seemed to be guiding me. She said something about the stars going out and the darkness coming."

Her description and comment sent a cold chill through both her companions. Martha's instinct promptly kicked in and she could almost sense where this was leading while the Doctor understood the implications if it was, indeed, who he thought it to be. His own eyes widened as he now took Donna firmly by the shoulders, forcing her to look him in the eyes, as he asked his next question, "What was this woman's name, Donna?"

Donna seemed to be racking her brain trying to remember. Martha surveyed the unfolding scene, Donna anxious and the Doctor determined. Every fiber of her being was telling her exactly who the woman had been and by the Doctor's reaction and question he was thinking along the same lines. Too afraid to even grasp the idea that she might soon be in the presence of her predecessor, Martha attempted to focus on getting the Time Lord to calm down, "Doctor, she is obviously distraught. Maybe what she recalls was nothing more than a dream—a trick of the mind."

The Doctor, though, pressed the redhead for more information as though she hadn't uttered a word, "Donna?"

Her hazy brown eyes finally settled firmly on his as she blurted out the only other thing she could remember, "I don't think she ever said but she was insistent that I remember two words. She wanted to warn you."

"What two words?" The Doctor questioned intensely.

"Bad Wolf," was Donna's chilling reply.

The Doctor's grip on her immediately went slack and his complexion became paler, if that were possible. Slowly he began shaking his head and mumbling about how it can't be. Martha was again relegated to the sidelines, watching as the calm and ease of early was snatched away by two words that made no sense to her at all. Bad Wolf? She was just about to ask the obvious question about what it meant when she was stunned by the Doctor's sudden retreat from the tent. For a long moment neither she nor Donna seemed able to move. Both were flabbergasted at his reaction but once the moment passed both companions gathered themselves and quickly gave chase to their friend. They caught sight of him as he dashed towards where they knew their ship was located.

When they arrived, the Doctor had his hands in his hair staring in disbelief at what he found. The entire exterior of the TARDIS was grafittied with the words Donna had spoken in the tent—Bad Wolf. As both women turned to share their confusion, they finally noticed that the TARDIS wasn't the only thing riddled with the words. Bad Wolf was also tattooed all over the marketplace, though no one else seemed to notice. The only thing that turned their attention away from the phenomenon itself was the Doctor keying the door and jerking it open. As they raced inside to join him, both women immediately covered their ears at a loud piercing ring of a bell that neither Martha nor Donna recognized. The noise was deafening but seeing the TARDIS bathed in an eerie red light made the situation all the more creepy.

The noise and the look sent the Doctor on another frantic sprint, this time to the TARDIS controls. They followed with Donna finally asking the obvious question, "What does all this mean?"

He gave both a long, hard look before replying deadpan, "The end of the universe."


	17. Chapter 17

**A/N: This chapter took me a little longer because I was trying to expresss my sense of the Doctor/Martha/Rose thing. First, I do not hate Rose. I just liked Martha more and so I hope what I have written doesn't come off as Rose bashing. I simply wanted to convey the differences in the relationships both women have with the Doctor. Anyhow, let me know what you think and as always thanks for continuing to read and review. I appreciate each one of you.**

Chapter17 . . .

Martha was still trying to wrap her mind around the fact that the Earth was gone. Who the hell had the power to steal an entire planet? One second they were jetting through the time vortex to check out the warning they had received only to find everything in tact on her home planet, the next they were knocked from their feet back on the TARDIS and looking out into space. The Doctor tried to explain that they had not changed location but the Earth had. She had seen many illogical things, to her mind, since knowing the Doctor but this one took the cake. The Earth was gone from its orbit—an orbit it needed to survive. What the hell were they going to do? What about their families? Donna, too, carried her look of worry and even questioned the Time Lord about it but he appeared just as stumped as them. A realization that sent a cold chill through her.

He doodled with the console for a few moments before finally breaking both women from their stupors by announcing, "We need some help and the best place for something like this is the Shadow Proclamation."

Neither knew exactly what that was but if they could help explain things they weren't about to object. The Doctor quickly set the coordinates and they arrived shortly thereafter. He led them out and they were immediately accosted by a familiar foe to both he and Martha.

Donna's eyes widened with shock, "What the!"

"Judoon," Martha uneasily whispered to Donna's startled gasp.

The aliens shouted commands in their native tongue to which the Doctor replied in kind before the small group of soldiers lowered their guns and a ghost white woman with red eyes stepped out from behind them and introduced herself as the Shadow Architect.

After navigating the Architects rudeness, the group finally got down to the business of figuring out what happened to the Earth. It turned out Earth was only one of twenty plus planets snatched from its orbit. The Doctor did some calculating and discovered that the planets stolen were being used as some sort of energy conductor. It though wasn't until Donna mentioned something about bees disappearing that the Doctor figured out how to track the missing planets. The trio then ditched the Proclamation and set off to follow a faint trail that stopped at the Medusa Cascade.

Despair soon filled the TARDIS as the Doctor seemed to be out of ideas and both Martha and Donna were beyond concerned for their families' well-being. But it was just as helplessness was beginning to settle in that Martha's cell phone began to ring. All three started at the sudden intrusion before Martha checked the id. Never in her life had she been happier to see her familiar family number appear on her phone.

"Mum!" she shouted thankfully.

But her enthusiasm soon turned to confusion as she was greeted not with the relieved voice of her mother but with what sounded like static with a steady tone imbedded in it. She glanced at her two shipmates before placing her focus squarely on the intense Time Lord.

"I don't know what is happening. It could be a signal," she offered as she passed the phone to him.

He took the device from her and listened for a long moment to the sound before deducing a similar idea, "Sounds like an SOS of sorts."

Both women's faces brightened as Donna asked, "Is it from Earth? Can you get a position from it?"

The Doctor gave his first grin since their ordeal began as he whipped out his stethoscope and placed it on the phone, "Just watch me."

And with that he somehow used the phone to lock the ship onto the signal and they were whipping through time and space. The TARDIS briefly felt as though it would shake apart only to hold its own and stop with a shudder as the missing planets slowly began to come into view.

As the trio looked over the wayward spheres, which looked no worse for the wear, each sighed a brief moment of relief.

"Someone was really clever about all of this. They moved all the planets just a second out of sequence with the rest of time," he quietly mused.

"Someone who knew you'd be the one searching for the missing planets," Martha added a bit ominously.

Donna, ever the optimist, quipped to break the tension this newest revelation brought, "Good thing you're not easily thrown then isn't it?"

He gave a faint smile before the moment and their view of the planets was interrupted by static and then pictures beginning to come up on screen. First Jack popped up, followed by another former companion, Sarah Jane, and finally was Martha's mother. They all began speaking at once. Francine concerned about Martha's welfare, while Sarah Jane tried to ask if the Doctor knew what was happening but Jack's voice overcame all the commotion with a boisterous declaration, "It's about bloody time!" The American gave his most striking and relieved smile before adding, "Doctor, it's the Daleks. They've attacked Earth."

Again both Martha and the Doctor's faces went pale. Martha was shaking her head while asking, "How can that be? There was only on left when we left New York. No way that one of them could do all of this, right?"

Before the Doctor could come up with a proper response, the screen began to flicker and go to static again. Then as if they were shuttled back into a time warp, an old and familiar voice and face for the Doctor broke into the transmission.

"How indeed? Let's just say the Daleks are more resilient than you ever gave them credit for, Doctor."

The Doctor tensed before coolly replying, "Darvos? This can't be. I watched you die. I watched as your ship flew right into the mouth of the Nightmare Child. I even tried to save you but couldn't. How . . .?"

"Arrogant as always, Doctor. All it took was one stronger than you. A Dalek. Dalek Caan to be specific. He was able to succeed where you failed, reaching back through time to rescue me and by proxy securing the future of the Daleks."

It was then that Martha and Donna were chilled to the bone by a singsong voice that sounded more than a bit mad in the back ground. It was almost gaily recounting the Time War and what he had seen in his quest. Martha, who recalled Dalek Caan from their time in New York, glanced at the Doctor who looked near as ashen as his two companions. But before she could seek further information about what was being said, the creepy creator spoke once more.

"Sure he lost his mind in the process but his sacrifice will be the reason you will stand witness to the Daleks greatest triumph. He accomplished something even you, a Time Lord, could not."

The Doctor gave the character on the screen a steely glare before responding, "After everything we both lost . . . I only have one thing to say to you." He then paused and glanced over at his mesmerized companions before looking back at his nemesis and jovially stating, "Bye!"

And with that he sent the TARDIS hurdling back towards Earth. Once they landed the trio stepped out and onto a darkened nearly abandoned street.

All three glanced around at the eeriness of the scene before the Doctor finally broke the unnatural silence, "Where is everyone? It looks as if they've abandoned the streets."

"Maybe not everyone," Donna replied as she pointed towards the lone figure making its way towards them from the other end. As the Doctor and Martha turned to see what, or who, their friend had noticed, the alien was for the first time either could recall stunned into inaction. His gaze soon fell upon a face he was sure he would never see again. Rose Tyler beamed as she came closer to their cluster. When she was in better visual range, she dropped the weapon she had been carrying and began to hurriedly make her way towards the Time Lord. The Doctor was momentarily overwhelmed with memories. Her smile, her laugh, the way she looked at him as though he hung the moon . . . all their times together, traversing the universe. Rose—his Rose was back. Eventually, he managed to gather himself enough to begin towards her as well, his two current companions temporarily unnoticed. Donna and Martha could only stand by and watch the inevitable reunion.

Martha felt her heart constrict as she got her first proper look at the woman whose very essence had caused so much angst for both the Doctor and her. As her gaze raked over the younger woman, the medic could not seem to stop herself from instantly comparing herself to the blonde. Here before her stood the biggest barrier between her and the Doctor and now she could see why she'd been so hard for the alien to let go. She was physically attractive, yes, but she also exuded the kind of energy that seemed to scream "Doctor" to Martha. The other seemed to mirror back the Doctor's own liveliness. Now she was back and Martha was completely unprepared for how she felt about it. How could she compete with that? And did she want to?

The truth was she and the Doctor were still really nothing more than friends but for some reason seeing Rose made her feel as though she was losing something far more significant than a friend. Rose had returned and in Martha's mind she knew what that meant for her—what it had always meant.

Her thoughts were interrupted by a comforting hand on her shoulder. She glanced over to see Donna giving her a small smile and her arm a light squeeze. Martha forced herself to return the small beam. No matter her inner turmoil at the scene before her, the last thing Martha wanted or need was pity from anyone, even her well-meaning friend. She had walked into this with her eyes wide open. In her mind, there was always a real chance it would end up no better than the last time. Her mother's words began to echo in her mind and she realized she had no one to blame but herself for being back in this situation. She knew despite all the "progress" they had made, the Doctor would always have a place in his hearts reserved for the blonde in front of her and it appeared it remained a significant part.

Martha sighed inwardly as she observed the two wayward mates nearly reach each other. This, too, she knew would pass. No longer the naïve young woman she once was, Martha vowed to hold her head up high and be the woman she had grown into thanks to her previous time with the Doctor. She would not give any of them—the Doctor, Rose or her mother—the satisfaction of seeing her fall apart. So with a stoic demeanor firmly in place she watched silently with Donna as the pair prepared to close the last few inches between them. The lot of them, though, were unexpectedly startled out of their focus by a familiar and chilling refrain.

"Exterminate!"

Before anyone could properly react the Doctor was illuminated like a Christmas tree and then collapsed to the ground. All three women cried out in unison at the scene prompting the Dalek to prepare to fire again when a blast from behind them torn the machine apart. They all turned to see Captain Jack Harkness toting a canon like gun similar to the one Rose abandoned. He had apparently teleported in and quickly joined the others at the Doctor's side. Rose was kneeling beside the fallen alien, propping his head up. He attempted to give them all a reassuring smile as he noticed each woman was near tears at his current condition. Jack, though, took control knowing the best place for the Doctor now was inside his ship.

"Alright, Ladies, we need to get him inside of the TARDIS now," he firmly commanded.

His tone snapped them all out of their stupor and each companion took a limb to gently carry him back inside. Once inside, the Doctor began faintly apologizing just before his entire body began to glow gold.

Jack rounded up the women and began ushering them to the other side of the ship.

"Everyone needs to back up and allow the Doctor to do his thing."

"His thing?" Donna questioned as her gaze remained focused on the alien.

Rose broke in, "Yeah, when he's mortally wounded he regenerates into a new body."

She looked as though she was losing her best friend even though she had just explained he would not die. Martha watched the other woman closely and noticed she was trembling fiercely. She thought for a moment to try and comfort her but it was lost when the blonde opened her mouth again and said something that bristled the young medic.

"Please, Doctor, don't do this. Don't change. We just found each other again," the young woman quietly sobbed.

Martha stilled for a moment before looking from the distraught woman to the distressed alien. It was clear this was a process that had to occur for him to survive so was the girl so selfish that she would rather see him dead than as someone different? Maybe, Martha thought, she was simply overreacting to Rose's hysterical words. Yet as she studied her predecessor it was clear the loss of this particular Doctor might be more devastating to her.

And though Martha, too, would miss this visage of the Time Lord, if he did not regenerate, just like the Master, he would perish. What did it matter what countenance he came in as long as he was there? If he did what needed to be done he would still be alive . . . still be the Doctor. As her agitation at the other woman's response rose with each of her thoughts, she was brought back from the brink of saying something that would probably be considered catty by the Doctor's gaze suddenly locking on her. He seemed to be looking to her for something. Maybe it was comfort or maybe strength to do what he must but whatever it was Martha knew she had to give him what she could. So putting aside her own frustrations and worries she nodded her assurance and gave him a warm smile that he barely got the chance to return before the glow completely overtook him.

As it appeared the light would consume him, he suddenly shift and the energy was leaving his body through his arms and being directed into the hand Jack had brought aboard the ship during their time at the end of the universe. When he turned back to the group he was still the same gangly manic Doctor they all knew and Rose who had been crying moments before bounded over to him and wrapped him in a deep embrace as she squealed like a school girl.

"You're still you. Thank God!"

The Doctor returned the hold, though, not with as much enthusiasm and blandly joked, "Well I did quite enjoy this face and wasn't ready to give it up."

He looked over at his other companions and explained, "I only used the energy I needed to heal and stored the rest of it away in handy over there."

They nodded as he finally broke free of Rose and moved over to Jack, who gave him a warm hug as well and then Donna who eyed him wearily as she said, "Are you sure you're still you? That process didn't addle your brain did it?"

"You know me . . . it takes more than trigger happy Dalek to keep me down," he returned with a cheeky grin. She returned it before he turned his attention to Martha who stood watching each of the exchanges. He held her gaze for a long moment before joking again, "It really is still me."

She gave him a light smile, "I know . . . I'm just stunned."

He nodded before leaning in and giving her a warm hug which she reciprocated. Their embrace lingered a bit before Martha slowly began to pull back, conscious of the audience they had. Yet before she could completely disengage the Doctor whispered against her ear, "Thank you."

When she did finally pull away, her gaze was locked into his serious one. She instantly knew he was thanking her for her response to the situation. Her smile brightened, "Of course. I'm really glad you're ok."

The pair shared a lingering smile that was abruptly interrupted by the TARDIS jolting, knocking everyone within the ship off their feet and they again found themselves pulled through space.


	18. Chapter 18

**This is another bridge chapter. There was so much going on in the season 4 finale that I just wasn't up to reviewing it all in detail so I picked bits and piece to expand on and left others out. I hope you guys continue to enjoy anyway. As always thanks for all the lovely reviews, alerts and favorites.**

**Disclaimer: I own nothing.**

Chapter 18 . . .

_Donna! _The Doctor stood helplessly as he watched two of his best mates disappear before his eyes. Both the TARDIS and Donna Noble had just been dropped into a neutron bath and he was powerless to stop it. He and Martha had tried valiantly to free their friend from the ship but the door would not budge and the Daleks accused him of orchestrating it. And then they set about to destroy the "weapon" and anyone left aboard. Martha's strangled cry as she watched in horror as their friend and transport vanished cut through him nearly as much. She and Donna had become thick as thieves and once again because of her involvement with him she was losing something dear to her. The Year stole her innocence and nearly cost her her family and now she'd just watched a good friend executed. It was little wonder to him why she chose to walk away from him not once but twice. It seemed all he brought her was pain and misery and he began to wonder if that was all he had to offer her.

His train of thought was ultimately interrupted by his other companion's reaction. He sensed before he witnessed Rose moving closer to him trying to be of comfort. As she reached out a hand and allowed it to slide down his arm until it came to rest in his, he could not even muster enough consideration to respond when she clasped onto his. Instead his hand stayed slack against her embrace. Surprisingly, it was not her touch he craved in this moment. Time past Rose would have been the first person he looked for when something went wrong but now—even as he knew this had happened because of him and would probably push her away again— his attention lingered on the only other person in the room who truly understood just how much had just been lost.

* * *

><p>Martha stood paralyzed trying to still make sense of what she just witnessed. As she stood staring intensely at the floor that just swallowed her temporary home and a woman who had become almost another sister to her, Davros' taunts of the Doctor faded into background noise. She felt completely numb in that moment and briefly thought she might be faint but as if sensing her fragile constitution she felt a familiar warmth encasing one of her dangling hands.<p>

Still dazed himself the Doctor slipped his hand away from Rose's grasp and inched closer to Martha and without a word or preamble slipped his hand into hers. The touch of her warm, soft skin was like a gentle balm to his hearts as well as her own. It, though, wasn't until he gave the petite hand a light squeeze that she acknowledged his actions with her hand curling and then tightening around his own. Neither turned from their study of the floor which had just swallowed two beings that matter immeasurably to them both yet both quietly shared their grief. The reality of their situation was not lost on either of them, each knowing that they had to press forward not allowing either of their friends to have died in vain. With her free hand, Martha wiped away a stray tear before finally looking to her shipmate—her friend. He returned her gaze and communicated all she needed to know with his eyes.

The entire scene was observed acutely by all present including a stunned blonde and curious immortal. The creator of the Daleks, like his creations, though cared little for the display and he cut through the moment with a forceful command, "Enough! It's time to face yourself, Doctor."

The Daleks then made moves to corral the humans and Time Lord among them causing Jack to make a quick decision. He made a run at Darvos only to be blasted by one of the Daleks. As he lay on the floor apparently dead, Rose shrieked and immediately dropped to her knees beside him trying to revive him. Martha and the Doctor who remained hand in hand only looked on at the scene, knowing that Jack would bounce back before long. The Time Lord finally, reluctantly, released his grip on her and moved from her side to Rose. He mechanically helped her rise from the floor and explained there was nothing to be done about it now. She eventually allowed him to lead her off never noticing when he glanced back and got a wink from Jack before the remaining trio was escorted to the lower levels of the Crucible.

* * *

><p>The threesome was immediately restrained in individual force shields, the Doctor in between his two companions. Now having a captive audience, Darvos again began his taunts, this time focusing in on all the chaos and destruction the Doctor had wreaked in the universe. Gleefully, he began to recount all the lives that had been lost in the Doctor's name. The Doctor seemed to Martha to deflate some with each memory and she wanted more than anything to counter the madman holding them but something in her sensed that was exactly what he was after, a reaction. Knowing anything she said in his defense would fall on deaf ears, she decided to error on the side of silence as the Doctor himself was doing.<p>

That strategy was instantly put to the test when the alien then turned his attention on the two women who joined the Time Lord in captivity. With a sinister sneer, his lifeless eyes zeroed in on the blonde and brunette as he mockingly assessed, "Look . . . look at the havoc he had brought not only to your home planet but to your lives. You, Rose Tyler, his precious human who he left in a world that was not her own. And why? Just so he could move on to more colorful pastures, isn't that right Dr. Jones? Only even you, a brilliant mind in your own right, proved not enough of a distraction for him and soon he tossed you aside as well. Time and again he brings you along on his adventures with promises of the universe only to eventually grow bored of you and set you aside and moves on to some other unfortunate soul. So tell me ladies, was it worth it? Was the cost worth it?"

"Damn you! You don't know what you're talking about. The Doctor isn't like that. He never replaced me!" Rose fired back angrily.

The Doctor tried to calm her though his tone was monotone at best, "Rose. Don't"

But the blonde would not be assuaged, "No! Tell him, Doctor. You never exchange me for someone else did you? I was taken from you but I found a way back. I crossed universes for you . . . for us!"

Throughout the exchange Martha remained silent and stoic. She knew now without question all Darvos was looking for was a reaction which her fellow companion was giving him in spades. She knew better than anyone that the Doctor was far from a saint. He could be clueless, reckless, insufferable and hurtful at times but he was also fiercely loyal and compassionate and above all else a champion of her planet. No, he was not perfect but who the hell was? She had no doubt all those who sacrificed themselves did so believing it was right. All she had to do was think of Jenny who threw herself in front of a bullet to protect her father or River who allowed herself to take his place in a computer mainframe because she knew just how much the universe still needed him.

He inspired people to stand up for what they believed and against those who would seek to do harm to others. Darvos and his creations, though, would never understand these nuances. They would never understand with their emotionless hearts what it meant to feel so deeply about something or someone. So Martha did as she had from the moment she had been encased in her prison . . . maintained a passive countenance. Rose, too, had finally given up trying to reason with the detached being before them instead finding herself reduced to quiet sobs. Having successfully broken at least one of them, Darvos ended his tirade and placed his focus back on his ultimate plan.

"And now it is time for you to say good bye to not just your beloved planet but to reality itself. My reality bomb will put an end to all of creation with the exception of this ship." He paused and turned towards a lowering wide screen before concluding, "Behold! The end of time itself!" Yet before he could successfully begin his plot the screen that had been showing all of the planets that crowded space flickered onto a stern, ruddy faced young man. His expression brokered no nonsense but also a sense of unease. Martha immediately recognized his uniform including that bloody red beret. He firmly began to speak, "I am Tyler Newsome an officer in UNIT. I have been authorized as a representative of the planet Earth to demand that you cease and desist your attack on Earth or else face the consequences."

Darvos chuckled evilly, "And what is it you think can do against our might, you worthless pest?"

The serious young man lifted what appeared to be a square shaped key and sharply retorted, "Or I use the Osterhegian Key to obliterate Earth and muck up whatever plans you have."

The whole of the compartment gasp with his declaration. Martha had heard of the key and knew exactly what it was for but could not imagine a scenario in which it would ever be used . . . until now. The Doctor, though, was gob smacked. He could not fathom someone on earth actually doing what this gentleman was threatening.

"Are you insane? You can't do that. What the hell is an Osterhegian key anyway?"

Martha finally broke her silence as she lackadaisically explained, "There are strategic missiles buried all around earth's crust and connected to that key. With a turn of it and a push of a button he could destroy the entire planet."

"Are you hearing this, son? You are willing to destroy everyone and everything you know," the Time Lord tried to reason.

The solider sat unmoved, "I have my orders."

"Sod your orders! The goal is to stop them from destroying Earth not do it yourself!"

The man's jaw tightened as he coolly returned, "Yeah, because you're doing such a bang up job of stopping them."

The Doctor was preparing to counter when their conversation was interrupted by another more familiar voice. Again the screen flickered and then split showing another set of people lead by Capt. Jack. Rose gasped first at seeing Jack alive and then her mother, Mickey and Sarah Jane. Jack was all business even as his trademark smile graced the screen.

"I have even an even better idea, let's leave Earth be and simply blow this bucket to hell."

He then held up what appeared to be a crystal necklace before explaining, "This an encased neutron star. All I have to do is drop this little bomb and this whole ship goes up. Now either you stand down or I will do just that."

Darvos finally found his voice once more and matter of factly stated, "So you're willing to sacrifice all of your friends, Harkness. While their annihilated you yourself would live on and you could live with that on you conscious?"

Jack hesitated at that statement and glanced over at the Doctor who remained stoic. Darvos noticed the exchange and jumped on the opportunity, "You see, Doctor, what you inspire—death, destruction, sacrifice—all in your name."

The Doctor slightly lowered his head giving Darvos yet another opening. While everyone had paused at the madman's words, he had set coordinates and managed to pull both sets of people into the control room of the Crucible. As the humans tried to regain their bearings they were surrounded by Daleks. Jack and the soldier's first instincts were to fight but the Doctor squelched that with a single firm word, "Stop."

All in the room looked to him and he softly entreated them, "Do as they say."

After another moment's hesitation and some prodding by the machines, the group did as requested, rising with their hands on their heads and turning to face their captor. With a smug satisfaction at not only eliminating the possible threat but also at believing he had finally broken the Doctor, Darvos turned back to his prior task.

"And now ladies and gentlemen, the end of . . . well everything," he concluded with a maniacally laugh.

"Fire the reality bomb!"

His creations echoed his words as he pressed the button that would end all of reality but instead of everything being eradicated there was no activity. Darvos pressed the button repeatedly but nothing happened. Then the attention of the whole room was captured by another familiar and this time very welcome sound, Grinding gears introduced a flickering image that none ever thought they'd see again. The blue police box materialized like a mirage to a bunch of thirsty travelers.

"No, this can't be!" Darvos bellowed even as the demented Dalek sing-songed in the background that it was indeed and then repeated over and over the end is nearly here.

No one knew what to expect when the door finally flew open but no one, not even the Doctor, was prepared for what did. To the shock of everyone in the room another Doctor shot from the ship toting what looked like an energy gun. He ran full steam ahead towards his enemies and was immediately stunned by one of the creatures. As he collapsed to the floor, the group's attention was brought back to the box as the indomitable Donna Noble sauntered out next. Both the Doctor and Martha rejoiced at seeing their friend unharmed. Her attention though was firmly on the Doctor laid out on the floor she went towards him and then diverted her attention the control panel of the ship. As she made the move towards it, she too was jolted by a shot causing her friends to yell out and gasp in horror once more.

Everyone's head was spinning at this point and unsure what to make of the situation. Darvos commanded the Daleks to figure out what was wrong with the bomb and while they were distracted Donna and the other Doctor came to. Both saddled up to the panel again and immediately freed the Doctor, Martha and Rose before both began to prattle off an impressive batch of technobabble. Both the Martha and the Doctor were stunned to hear Donna talking exactly like him. She explained as she continued to maneuver levers that the jolt kicked her Time Lord sensibilities into effect. The other Doctor confirmed her words as they managed to subdue the Daleks and with the help of the Doctor and his companions begin to send all of the wayward planets back to their proper orbits.

They managed to get every planet but their own back home and so ushering everyone onto the ship, the Doctor declared they would have to tow her home. While he was tending to his crew, the new Doctor took it upon himself to permanently dispense with the Daleks, electrocuting them all and leaving their ship in flames. The Doctor was livid and forced his clone inside with the other before trying to reason, again with Darvos to let him save him. Darvos only scoffed and told him this was his legacy. The destruction of another entire race. The Doctor was heartsick at having to leave the wretched being behind but finally did so going to help Donna and the other Doctor pilot them and Earth out of there.

As they began their journey, the Doctor found himself taking in all the smiling faces and the fullness of his ship and imagining it always being this way even as he knew that was an impossibility. All of them had other lives and things that need their attention. As was his curse, he would always end up alone no matter how many people boarded his ship. He sighed and began to let that reality sink in when his eye was caught by Martha Jones. They held each other's gaze for a long moment before a small smile curved her lips which in turn caused his own to mirror them. If only, he mused inwardly.


	19. Chapter 19

**Here's the next offering. This is the home stretch with just a couple more chapters to go. Hope you all continue to enjoy and as always thanks for the reviews, alerts and favorites.**

**Disclaimer: I own nothing.**

Chapter 19 . . .

Martha knew she should be happy. They had just defeated a formidable foe and saved all of reality but as she looked upon all the smiling faces, some so familiar and others new to her eyes, she could not help feeling a bit of foreboding. Even in the midst of all the relief and merrymaking, she knew her moment of reckoning had arrived. She had put her whole life on hold and impetuously followed the Doctor again. And once again, she was learning what that entailed. Yes, the ride was exciting and amazing but the fall . . . Her eyes finally found the man at the center of the storm and her traitorous heart sank when she saw him saddle up next to the exuberant young blonde on board. Despite the momentary gaze and smile they shared earlier what she witnessed now brought reality back home.

Rose was back. His beloved companion who he mourned the entire time they traveled together had returned and she recognized the writing on the wall. She always knew it would end this way. Well not exactly this way but, as cruel in his intentions as he was, some of Darvos' words held true. The Doctor did seem to collect companions like pets and she realized it would only be a matter of time before he found another who would probably hold more interest for him and she would become expendable. It was only fitting then that it was Rose Tyler to edge her out of the TARDIS again. She was the one companion who seemed to haunt him and now she was back in the fold and Martha knew she could not and did not want to compete with that mythology again. So as she forced herself to study the pair smiling and laughing together, Martha began to steel herself for another painful goodbye.

Her mother's words began to echo through her mind. She knew it would be up to her to pick up the pieces of her life. Fortunately, she had gotten very good at doing just that and refused to believe that she would not persevere again. Yet something in her, a small part, wanted to fight this inevitability. It wanted to believe that whatever it was she and the Doctor had been slowly building over the past few months was strong enough to survive and overcome the return of the other woman. Her eyes and mind, however, implored her to accept the reality which now stood glaringly before her. Silently, she watched him latch onto Rose's hand and begin to lead her away from the others. A quiet sigh escaped her lips and she prepared to admit defeat when a familiar firm yet soothing grip wrapped around her shoulder.

"How you holding up, Nightingale?" Jack smoothly asked.

A small smile mechanically crept across her face as she flatly replied, "I'm fine."

He gave her a slight squeeze before persisting, "Yeah?"

She finally glanced over at him and noticed his gaze had settled where hers had been. With another soft sigh she responded, "Yes, Jack. I'm not as daft as I look. I came in with my eyes wide open this time. We both know where his hearts have always sincerely lied."

"Are you sure about that? You two seem to be a bit cozier than in the past," he returned while finally returning her gaze.

Martha quickly shook off his appraisal, "I'll admit things have been better between us of late but it's just friendship. Nothing more. And as you can see . . ." she paused and brought both of their gazes to the now cozy huddle of their friend and his beloved companion, "He has regained his true hearts' desire."

Jack was about to counter when Donna moseyed over to them and inquired, "What are you two getting into?"

Jack immediately turned his charm on the boisterous redhead, "Nothing that a third couldn't enhance."

Martha chuckled as Donna blushed prettily at the handsome captain.

"Don't mind Jack, Donna. He's the biggest flirt in the universe," Martha offered teasingly.

Donna's smiled broadened, "Well in that case . . . flirt on, Captain."

Martha shook her head at her two friends' banter. Why couldn't she be more like either of them and just go with the situation? She was always a thinker which in certain circumstances could be an asset but in her current situation it just felt like she was analyzing herself into a depression. Her eyes again found the Doctor and Rose who were now off in a secluded corner in what appeared to be a serious conversation. Probably making plans for after the TARDIS disgorged its load. Why was she allowing this to bother her so much? She had come to gain some closure and Rose being back should have slammed the door definitively. Yet here she stood feeling slighted once again and she could not for the life of her figure out why.

She had managed to move on, had a life back on Earth yet she found herself right back where she was before any of that ever happened—wishing for something she knew could never be. Martha slowly pulled her eyes away from the sight of the Doctor again taking one of Rose's hands in his and beginning to lead her further into the ship. A resigned sigh she didn't even know she'd released alerted her two friends that their attention was needed. Both glanced over at her just as her gaze shifted and Jack again tried to be a sounding board.

"Martha, are you sure you're alright?"

She gave him another smile that didn't quite reach her eyes, "Of course I am."

He raised a skeptical brow causing her to reiterate, "I'm fine."

Donna observed the exchange for a moment before joining in, having also sensed her other friend's discomfort.

"You know he's just happy to see her again. He never thought he would," she gently began.

"I know and I'm happy he's happy," Martha returned.

Donna gave her a compassionate smile, "Trust me in this, he's not been happier than these past few months."

Martha only offered a weak nod to the redhead's observation before attempting to turn from the duo. Her friend though was not to be put off and easily maneuvered the young medic into a warm hug before softly whispering against her ear, "I promise you everything will turn out as it should. Just have a little faith, Martha."

She then pulled back catching the curious gaze of the younger woman. Donna only answered it with a mysterious smile before fully releasing her and returning her attention to Jack. Martha was unsure of what to make of her friend's cryptic comments but what she knew for sure was that another shift was happening in her life and she needed to make preparations for it. So with one more glance to the group of people fortunate enough to be called the Doctor's companions, she slipped away to her room to do just that.

* * *

><p>After giving herself a chance to decompress and having a small pep talk with herself in the sanctuary of her room, Martha eventually rejoined the others in the TARDIS console room. She noticed that the room appeared more subdued now and everyone appeared to realize their journey was coming to an end. She also realized the Doctor had returned as he was concentrating on something on the console screen. Her first instinct was to go over to him and see what he was staring at so intently. In their most recent time together it was moments like these that he would often bend her ear about destinations and situations but before she could even coax herself to make the move she was beaten to it by her predecessor.<p>

Again she observed the young spry blonde saddle up next to the focused Time Lord. His gaze easily moved from his task to her and when she leaned into him and spoke his mood appeared to lighten considerably. Martha turned away after that and instead moved towards Sarah Jane and Mickey who were chatting quietly near the door. She was just easing into the conversation when the Doctor moseyed over to their little group and turned his attention to Sarah Jane.

"So Sarah Jane, you're up first. I'm sure you're dying to check in on you little one."

She smiled brightly, "Absolutely."

Moments later they were in her town and while the Doctor walked her out, Martha continued to chat with Mickey.

He gave her a dashing smile and asked, "So where are you getting off, Martha?"

"My flat's in London," she replied.

"My grandpa stays there. I was thinking I'd check in on him."

Martha gave him a light smile, "I'm sure he'd appreciate that."

He seemed to hesitate a bit before speaking up once more, "Maybe . . . once we both get settled you might join me for a drink or something. We could trade Doctor stories or something."

Martha raised a brow. While he seemed nice enough and definitely wasn't bad on the eyes, she could honestly say she had no interest in him beyond a possible acquaintance. She was still trying to sort out her current situation and the last thing she needed was another guy hanging about. Also from what she gathered from Jack he once had a thing with Rose as well and she was so not interested in a repeat of her drama with the Doctor. So as gently as she could Martha replied, "As much as I appreciate the offer, I think when I get home I'm going to work on myself for a bit before I bring others into the mix. You understand?"

He gave her a sure nod, "Yeah, I get it. He did a number on you too."

"Sorry? Who?" she asked confused.

"Trust me, I know the signs. When Rose first met him it was as if everything else in the world stopped mattering. I mean he has the perfect come on. He can literally give you the entire universe," Mickey returned frankly.

Martha was quiet for a moment not sure how she felt about this guy she barely knew attempting to read her. The comparison to Rose wasn't helping either. Yet she knew she would not be feeling so edgy if his words were not tinted with the truth. She had in fact put her whole life on hold not once but twice to follow after the alien and the idea of seeing as much of time and space as she could had been a draw for her. Martha, though, refused to lie the aftermath entirely at the Time Lord's feet as she responded, "He only makes the offer. Those who take him up on it make the choice."

Mickey nodded, "Fair enough. I'll admit my opinion is a bit biased but I also know how just knowing him changes your world and having someone nearby who gets that to commiserate with would be good. The offer is an open one, whenever you're up to it."

She gave him a warmer smile this time, "I'll keep that in mind."

"Keep what in mind?" came the question from the familiar voice.

Both Mickey and Martha looked up to find the Doctor had stealthily joined them once more before Mickey shrugged his shoulders and casually replied, "Nothing that would be of interest to you I'm sure."

The Doctor sniffed, "Probably right."

Mickey smirked, "Right. Anyhow, I'm going to go check on Jackie."

And with that he was off to the other side of the ship. Once he was out of earshot the Doctor looked upon Martha once more and slowly began, "So . . . next stop London."

She gave him a light smile, "I figured as much."

"Yeah, Jack said he needed to make a stopover to check in on someone before finding his own way back to Wales. I figured I'd pop you by your flat as well."

"Sounds good. Probably should check my place and touch base with everyone."

He nodded before his gaze began to linger about the room again. Martha regained his attention by gently inquiring, "It's nice, isn't it, having the TARDIS so full?"

A contented smile briefly lifted his lips before his eyes found hers again, "Yeah . . . but then again you know what they say about too many cooks in the kitchen."

Martha swallowed hard. Though he hadn't come right out and said so, it was painfully obvious that he was looking forward to fewer passengers and probably even getting excited about having Rose all to himself once again. She bit back a despondent sigh. She needed to get past this. He'd obviously made his choice and she had to accept that and move forward. Yet if this was indeed to be her last time in his presence she wanted to have as vivid a memory as possible of him. So impulsively, she stepped further into his personal space and smoothly reached her arms up and around his neck, pulling him into a warm hug. For the briefest moment she questioned the move but when she felt his arms gradually enclose her frame she pushed aside her worries of rejection and tightened her hold. The fact that he came to return the embrace almost as fiercely as she was surprised her.

The Doctor too was stunned at the sudden show of affection from the young doctor. When she initially pulled him into the hold, he first thought to ask her what it was for but when she tightened the hold all he could think of was how much he loved being there in her arms. Though things had steadily been moving forward with them, both were still hesitant to instigate moments of affection especially with an audience. But it appeared having survived yet another near universe ending catastrophe had put things like PDAs into perspective. He'd be lying if he said he didn't enjoy the feel of her petite frame against his own. Oddly enough, even when he hugged her in the past, she had always seemed to fit perfectly against him. Now, with whatever was dawning between them, he finally felt able to bathe in that truth.

Eventually she began to pull back and he reluctantly allowed her to. Her soft brown eyes found his own and words for the first time in a long time escaped him. She looked truly at ease as a tranquil smile that belied her inner sadness played across her lips. Softly she responded to his earlier words, "But it was good for a bit, yeah?"

His smile blossomed as he blithely replied, "Oh yes."

Her smile brightened some before she allowed a hand to touch his cheek briefly before pulling completely away and slowly moving away from him and any thoughts of something more between them.


	20. Chapter 20

**So sorry again for the delay but I had major writer's block/lack of time. Hope this isn't too disappointing and the next chapter is written and just needs some editing so it should be along shortly. Thanks again for all the reviews, alerts and favorites.**

**Disclaimer: I own nothing.**

Chapter 20 . . .

The Doctor knew it would not be easy explaining to Rose why she had to return to the parallel world. After all, she had crossed the universe to find him again but the circumstance of that return along with another equally important reason was why she could not stay. For him, the universe and the protection of it came first. He could not abide by someone who did not seem to grasp that and by her creating and using that dimension canon Rose had proven that she did not. Her desire to be at his side placed the whole of reality in jeopardy and he could not, would not, condone such actions. As much as he had missed her, he knew he couldn't forget or accept how she had returned. Then there was Martha.

He still wasn't quite sure when it happened but sometime during the year, he began to think of her as something more than he ever allowed himself to believe before. She became a beacon to him that seemed to know how to guide him down the proper path. With her, things in his world finally began to feel right again, like he had found a balance he had not known since his people existed. He now recognized that he could both honor his responsibility to the universe and also have something more in his life—he could have love.

Martha had shown him what really caring for someone was like—to care for and love someone despite their faults, to embrace them and comfort them even as they fought against that love. Her affection for him wasn't selfish or hurtful but selfless and embracing. So many times in his mind he had revered Rose as the one who gave him this but once he really got to know Martha he realized it was she who embodied these qualities. Even when he had not deserved her loyalty and trust she had offered them to him. Without thought for herself, she protected him and fought beside him. When he needed her she was always there to offer encouraging words or a tender embrace. She'd given all of herself to him and he now felt capable of giving at least some of that back to her.

Martha Jones—his Martha Jones—had taken a leap with him again. She had put aside her doubts and fears and allowed him back in her life. He intended to make sure she never regretted that choice. Now standing at the console of his ship and setting coordinates back to her, his mind briefly drifted from what he hoped was his future to his last goodbye to his past. The memory of the reaction of the vibrant blonde who once meant so much to him was both surprising and heartening.

"_But, Doctor . . ." she began wistfully._

_He sighed, "This is for the best, Rose. You are needed here both by your family," he paused and glanced over at her mum, baby brother and parallel dad before looking back to her and the hybrid Doctor who stood beside her, "and by him. I have faith that you can help him become a better person."_

_She shook her head and pressed, "But I want to be with you. That is all I've ever wanted. It was supposed to be me and you traversing the universe together. Now you're turning me away. Why? Don't you still . . ." she paused as her voice quavered slightly, "Don't you still care for me?"_

"_Rose, you will always have a special place in my hearts. You saved me, in a sense, from myself. You gave me back hope and brought back my laughter but our time together and apart has also taught me what is most important and what I truly need."_

_Tears glistened in her eyes now as she quietly added, "And that's not me, I suppose."_

_He studied the young woman before him for a long moment before moving closer, feeling compelled to offer her comfort. Gently, he placed a hand upon her cheek and lightly brushed away a tear with his thumb as he softly said, "I have grown and changed just as you have. It would not be fair for me to let you believe that things can be as they once were. Here and now you can have the life you need to lead with your family and with him. Think of this not as me leaving you behind but as me giving you the gift of having that stable happy life I know you want and deserve. I could never give you that fairy tale happy ending and deep down you know this."_

_Her watery brown gaze held his as he slowly leaned down and planted a soft kiss on her forehead._

"_Everything has its season and ours has past," he whispered against her skin. Rose allowed her tears and sobs to flow freely and he held her for a bit as she mourned her loss. Eventually, he gestured for the other Doctor to take over. Surprisingly, Rose did not protest the change, easily allowing his double to envelope her in his hold. The Doctor stood observing the pair a moment longer before giving brief nods to both her family and his clone and turning to head back to his machine. Just before he made it inside, she called out to him._

"_Doctor!"_

_He paused and turned back to see her coming towards him. He had hoped for this to end amicably but feared Rose was not done pleading her case. Instead, to his surprise, when she made it before him, she gave a weak smile and placed a hand on his face as he had done earlier before quietly speaking, "You deserve to be happy too. I hope Martha can do that for you."_

_He was briefly startled by her mention of the young medic, "Martha? How did you . . . "_

_Her smile turned to more of a smirk, "It's a myth about blondes being slow, Doctor. It's pretty obvious who has your attention now. I just hope, if it can't be me, that she can give you what you need."_

_A small smile finally graced his lips, "See. I knew you had grown."_

"_I suppose I have."_

"_Well, if you promise me to be happy, I will promise you the same."_

_She glanced back at her party, her eyes lingering on the other Doctor, before turning back to him and responding, "I think I will be, eventually."_

_The Doctor grinned, "Good."_

_The pair then leaned into each other and shared a long hug before he softly spoke once more, "Good bye, Rose Tyler."_

"_Good bye, Doctor," was her teary reply._

_Slowly they withdrew from each other and with one last smile, he turned and reentered the TARDIS and seconds later vanished from her existence forever. _

"So no third then?"

The booming voice of his shipmate snapped him out of his reverie. The Doctor glanced up at the redhead and smirked, "And who would that be, Donna?"

She returned his smirk, "Don't play coy with me, Space man. I was starting to think your precious Rose was wedeling her way back onto TARDIS with how long it took you out there."

"No one was wedeling anything. We said a proper good bye and that was all."

Donna rolled her eyes to his words prompting him to retort, "What? It's the truth."

"Well, if you don't mind me speaking my mind . . ."

He cut in flippantly, "As if it would matter."

She arched a brow before continuing on, "Having this Time Lord essence floating through me has given me more insight into a lot of things and well, I finally get how attached you were to her and I was a bit nervous that you would allow that to cause you to do something that could be truly damaging."

He sighed, knowing the answer but wanting to hear her reply all the same, "Damaging to who?"

"The beautiful, capable,** forgiving** doctor whom we left in London."

"Well, you can stop worrying. I have no intention of hurting Martha. In fact that is our next stop, to pick her up if you must know." he replied.

Donna gave a light smile, "Good on both counts because I got the sense she was also worried."

"Really? About what?"

"Rose. She was watching the two of you once we all reboarded the ship and I got the feeling she was concerned about what was going on."

The Doctor shook his head, "Nothing was going on. I was just happy to see Rose again and we were catching up."

"Right. But to the person who took the brunt of your sadness when you lost said Rose, it might have looked like a long overdue reunion. I'm just saying she might have been a bit anxious and read a bit more into the scene than there was," Donna returned.

The Time Lord sighed heavily this time, "And you didn't think to mention this before I let her walk off of this ship?"

The redhead raised a brow at his clipped tone, "Oi! How could I when that would have required me to surgically remove Rose from your hip. Like I said, I think your closeness was off putting to her so when we go to collect her, I'd make sure to clear things up."

The Doctor studied his mate for a long while before slowly speaking again, "Maybe. But I can't imagine Martha being so easily swayed."

This time Donna pinned him with an incredulous look, "Hello! I have some of your memories now, remember? Are you really that thick?"

His mind immediately shot to all the times he had stomped over Martha's feeling, especially when it came to protecting Rose's memory and he visibly blanched.

Clearing his throat lightly, he nodded, "Right. So what do you suggest?"

She gave a little sigh of her own before offering her first genuine smile in a while, "Just make sure you are straight with her. Tell her why she's the one you want to be with because knowing her as I do, her first thought might be that you're sticking with her out of obligation or a sense of fairness."

"Well we both know that's ridiculous," he shot back.

"Yeah, but she doesn't and it's up to you to fix that."

He only nodded this time as he now finished setting the coordinates for London and her flat.

As the ship finally landed with a thud, the two friends shared one more look before he began to make his way towards the door. Just as he opened it, Donna called out to him from behind the console, "Don't muck this up, Doctor, or you'll have me to deal with."

He gave her a firm nod and a whisper of a smile before turning and continuing out.


	21. Chapter 21

**Disclaimer:** **I own nothing.**

Chapter 21 . . .

Martha did not look back once she walked out of the police box. In her heart, she knew there was no point. He had finally gotten what he truly wanted and she was once again left on the outside looking in. The sad part was she was not surprised. No, she wasn't expecting Rose to pop up again but a part of her had been preparing for this moment. The letdown. The moment when he would find something or someone more interesting and she'd be relegated to her usual spot in his life. It still hurt but she was now schooled in not letting on as much. So as she waited for Jack to finish his chat with the Time Lord, Martha looked about the area they landed in and observed that the city didn't look any worse for the wear. At least her home planet remained intact if everything else in her life was again in flux. Eventually, her reflection was interrupted by the feel of Jack's arm encircling her shoulders once more she.

"You ready?" asked the dashing captain.

She simply nodded. So the pair began down the familiar road towards her home. Mickey, who'd hung back a moment longer to chat with the Doctor, eventually caught them up and the trio continued on, with he and Jack bantering back and forth all the way to her door. Though her heart truly wasn't in it, she offered to have both men in for a drink but it seemed the immortal man could sense her wariness and declined for the both of them. Mickey, undeterred, did manage to slyly slip her his number, before he and the immortal carried on and she gratefully closed the door and everything else out behind her.

Once securely inside her home, she leaned against the door for a lingering moment. She was home again yet it felt like anything but. No matter how many times she told herself this was where she belonged and even convinced herself for a bit that she was content with what her life had become, there was always a part of her that longed for the open spaces of the universe . . . something only the manic alien she had just left behind could offer her. But the reality she now faced told her that could not be.

She shifted her focus to the cozy flat she and Tom had shared until recently. It was no surprise to her that things were missing—the plasma telly, the stereo system—both items brought in by the man she was meant to marry. She perused her home and sensed the emptiness. Tom had come and gone and while it saddened her the way it ended, the fact that it had did not. Her heart simply was not with him. Unfortunately, she was unsure if she'd ever get it back from the one who had it.

She was finally able, in her solitude, to admit that she missed him already. Though it was only supposed to be a trial, Martha had decided just before the Daleks returned that she wanted to continue to travel with Donna and the Doctor. The rush, the camaraderie and the infinite amount of space still to see was too much of a draw not to mention the growing whatever she thought was happening between her and the Time Lord. Alas Rose Tyler happened and with her arrival the writing on the wall became crystal clear.

The buoyant young blonde bounded back on the scene and Martha knew she stood no chance. She did not consider it weakness to concede this but maturity. Why fight against something so determined to be? The universe had finally given the man who had given so much to it something he had longed for so long. So she would accept that the Doctor and Rose would ride off into the sunset together and she would place her focus on more earthly matters, such as her career and hopefully down the road someone she could adore as fiercely as he did Rose.

With a heavy sigh, Martha eventually pushed off the door and began to move further into her place. She was determined to push aside thoughts of him and organize the rest of her life. Her first order of business was to call UNIT tomorrow and let them know she was back in play. Work, as hectic as it often was, always allowed her a distraction and means of escape from the craziness of her personal life. She hoped this time would be no different. Her family would come after that. Martha knew her mum would be chomping at the bit to give her a sound 'I told you so' and Tish would want to know everything that happened while she was gone. She would give herself the night, though, to unwind and decompress without others interfering. So with a set resolve she decided to treat herself to a nice long bubble bath.

* * *

><p>"Figures!" Martha ranted as she slipped from her sudsy retreat.<p>

She had only just lounged back in her bath when the bell began to go off. As she haphazardly dried herself with a towel and quickly slipped into her dressing gown, she bemoaned the interloper. She couldn't imagine who it could be since no one knew she was home yet. She had just hit the steps when another buzz caused her to yell out, "Oi! I heard you!"

She eventually made it to her door and swung it opened prepared to lay into whoever was riding her bell only to be stunned into silence when a grinning Doctor stood on her doorstep.

"Doctor? What are you doing here?" she asked incredulously.

He raised an eyebrow as he lightly touched the collar of her gown, "Am I interrupting something?"

She eyed him momentarily, glancing behind him for good measure, expecting him to have company, before retorting, "Yeah, my bath."

"Why wouldn't you wait until we were back aboard the TARDIS before doing that?" he asked bemusedly.

Martha's look of surprise instantly turned to one of irritation, "And why would I be going back to the TARDIS?"

His face betrayed his own confusion, "I thought . . . I mean things were good. I mean before the Daleks invasion but . . . I guess I figured you were leaning towards staying on."

Martha sighed and shook her head. Just when she thought he had started to get past his obliviousness.

"Doctor . . . it just won't work."

"What won't? What's changed?" he pressed.

In exasperation she said, "I would think it's obvious. I have no desire to hang around to watch you and Rose pick up where you left off. You don't need me there . . . not anymore."

Her words struck him like a brick. It was their relationship in a nutshell. Donna had been right. He had pushed her away so much, nursing his memory of Rose, that Martha now refused to believe that anything but his former companion would assuage him. She honestly believed that he only wanted her around when what he really wanted wasn't available. Could he have truly been that callous towards her? Unfortunately, he knew the answer was yes. From the first instance she stepped into his ship, he allowed his hurt and sadness to make her believe that she was just a warm body—a place holder. He had much to make up for, he knew, and that it had to start somewhere.

Inhaling sharply, the Doctor firmly stated, "That's not true."

She held him in a skeptical gaze which prompted him to persist, "May I come in and explain?"

Martha held his gaze for a long moment as though trying to read his motives. Finally, she stepped back and allowed him entry. He took a moment to look around before placing his focus back on the discouraged woman before him.

"Martha."

Her gaze was lowered initially. She was already feeling the fool for her earlier words. She sounded just like a jealous, jilted school girl. The last thing she wanted or needed from him was pity. She received plenty of that on her first tour with him. Forever etched in her mind were the numerous times he had brushed aside her feelings and looked upon her with regret and sympathy about those feelings. She would not allow herself to again become that star struck girl she was when they first met. He had made a choice and she would accept it and move forward.

The Doctor, though, was insistent. His next move was to lightly touch a finger to her chin forcing her to look up at him, "Martha, I need you to understand. I do need you . . . I think I always have."

He paused, taking in her continuing look of skepticism at his words, and sighed inwardly seeing the work before him.

"I know I haven't shown it much over our time together but over time I have come to realized that it was that need that initially caused me to push you away. I needed you when I first lost Rose to help me move forward. I hated it then that I did because I simply wasn't ready to let go of her but with you there it felt like I was being forced to. But as you and I journeyed on together the need to have you with me morphed into something more primal . . . a simple need to have you— your brilliant mind, energy and compassion— near. That need scared me on so many different levels. I had become used to depending on me. First as a bit of a rouge when my people existed and later being the last of my kind did not afford me the luxury of anything else. Even with the numerous companions I have had at the end of the day I felt like I was all I had.

Then I met Rose and she gave me a hope of having someone again. I hadn't felt that since the loss of my people. I came to depend on her light and exuberance and then one day, just like Gallifrey, it was suddenly taken away and I was again on my own. And then you Martha Jones came along and you were brilliant and energetic and eager and I could not resist but the longer we spent together, the stronger that familiar need became. I pushed you away not because I didn't care but because the last time I believed I needed someone with me, I lost them and the reality that because of who you were and were training to become I would most likely lose you too forced me to try and keep my distance."

There was another pause as he attempted to let his words sink in. For her part, Martha was having an inner struggle. Here he was laying his hearts bare to her and she wanted so desperately to believe him, to believe that his indifference had not been because she could never measure up but because of fear but a tiny voice in her head kept reminding her of all the times she had gotten her hopes up about something more with him only to have them dashed cruelly.

She could understand fear. She experienced more than her fair share during the Year yet a number of his actions when they first traveled together were just so blatantly hurtful and damaging, Martha was just as unsure if she could trust his words now. As his deep brown eyes probed hers, probably hoping for some relent, she found herself unable to give him what she thought he wanted. Her silence stung but his resolve did not weaken as he brought his thumb up to join his forefinger on her face.

As the digit gently began to caress the soft skin of her cheek, carried on, "I have learned that was a mistake. I should have been brave enough to embrace you for who you were. And just when I found myself ready to do just that, you were walking away. I've been a daft old fool, hanging on to a memory. I care for Rose, I do, but with you, Martha, I feel like I found my other half. You understand how important what I'm doing is but you keep me grounded. You're not overly impressed with my "Last of the Time Lords" status yet you respect how significant my work is.

And most importantly, you care about me in spite of me. Even when I didn't deserve it you were there for me, protecting and fighting for me. You are the reality, Martha Jones. The reality I want with me now and for as long as I can have you. I refuse to believe that it is too late. So you need to understand that I'm not leaving here without you. I can't."

"What if I refuse to allow myself to believe?" she shakily, finally, responded.

His brow furrowed, "Believe what? That I care? That I want you with me?"

Martha maintained a steely glance, "Any of it! So many times I hoped from something more from you, Doctor, only to have that hoped dashed by your casual disregard for my feelings. Why should I believe things are different this time? You've admitted that Rose still matters to you. What's to say one day you won't decide she's what you really want and cast me aside once more? Or maybe someone more fascinating comes along and where would that leave me? Everything you've said tonight are things I've longed to hear from you but now, after all we've been through, I just don't know that I can trust it. Why should I trust it?"

"You're right. You have every reason to reject my words. To my eternal shame, I was callous and cruel to you back then. The only answer I can give is that you know me— better than most—which means you know just how difficult it is for me to admit these things to you. All I can do is ask you to have faith in me one more time and believe that I would not being saying this to you unless I was sincere."

Martha studied him. The earnestness in his gaze coupled with the firmness in his words was slowly melting her resolve.

"And Rose?"

The Doctor gave her a small, patient smile, "Rose is no longer an issue. Yes, I do still care for her and probably always will but our time passed long before she returned. It was good to see her again and to gain closure we both needed but I made her understand that I had already moved forward and that she needed to do the same. She's now safely back in the parallel world with her family and the other Doctor. That is where she belongs now and here is where I do."

Martha's mind was reeling from that tidbit. He let Rose go, sending her back with her family. Her mind instantly began to whirl with the possibilities of what this might mean but she was still afraid to hope.

"So what does all of this mean, Doctor?"

"That my hearts reside somewhere else now," he replied simply as his other hand cupped her opposite cheek.

Her face warmed in his hands and for an instant she thought to turn away and deny what she was hearing but before she could even truly consider that option, the Time Lord moved his lips closer to hers and ultimately pressed them to hers. The kiss began softly, like a gentle caress, trying to reassure her that this was real but steadily he added more pressure and movement to the exchange coaxing her into following his lead. Her hands eventually slid up his chest and ultimately came to rest on the lapel of his suit jacket. Soon their lips were parting and tongues tentatively touched for a lingering moment before slowly, achingly so, the interlude ended with Martha breathless and speechless and the Doctor searching, as always, with his penetrating gaze.

Finally, after apparently seeing what he needed, he allowed his forehead to rest against hers as he passionately concluded, "You, Martha Jones, are what I need now—an anchor, a friend . . . a lover all in one. I can't promise you it will be easy or that I won't falter at times but I can promise you I will try to never make you regret giving me another chance."

Her eyes had been closed through his whole declaration but when his words ended, her deep brown gaze found his own once again.

"Is this real? Really real?" she breathlessly questioned.

He gave her, what he hoped was, a reassuring smile as he gently replied, "Very."

Martha, while still holding his gaze pulled one of his hands away from her face and brought it to the left side of her chest right over her beating heart before she solemnly stated, "I'm trusting you with this, Doctor."

"And you have my word I will take much better care of it this time," he replied equally as sincere.

His response finally garnered a smile from the petite beauty causing his own to blossom. They stood like this for a long moment before Martha rather coyly began to tug at her robe.

"In that case, I suppose I should change and pack a few things," she softly returned.

His smile widened, "I'll be here."

She slightly lifted up on her toes and placed another soft peck on his lips before turning and making her way back up the stairs.

A short time later, the pair walked back up her street hand in hand headed towards his transport. Neither had said much since she came back down with a larger bag. It wasn't until they were in front of his ship, that the Doctor stopped her and intensely gazed once more into her eyes.

"Are you sure about this, Martha? I know I said I wouldn't leave without you but I also don't want you to feel as though you are being coerced."

She took a moment to gaze around at her neighborhood. She knew she was leaving a lot behind—family, friends, a career—but even as she contemplated all of this she knew, in her heart of hearts, her decision had long since been made. For better or for worse, she belonged at his side. Her gaze met his probing one again.

"You have always given a choice, Doctor, and right now, at this moment, I choose you and this life."

She paused and framed his face in her soft hands as she intensely replied, "Everything I have ever wanted is right here. I have never been surer of anything in my life."

A smile of relief graced his face as he reached out and pulled her into his arms. Tenderly, he placed a soft kiss on her nose, then each of her cheeks before one more lingering on upon her lips. When he broke away he quietly said, "Then let's be on our way."

She gave him a breathtaking smile before nodding and allowing him to release her and open the door. He guided her inside and immediately his demeanor shifted. Martha, too, became aware of the sense of foreboding. Something was definitely off in the TARDIS. It was just as that thought filtered through her mind that she abruptly asked, "Where's Donna?"

No sooner were the words out of her mouth, the pair heard a quite whimper from near the console and both instantly went towards it finding their friend crouched down beside the jump seat cradling her head. Martha quickly dropped to her knees and began to question her like a patient, "Donna, what is it? What's wrong?"

The redhead was obviously in a tremendous amount of pain as she rocked back and forth and tears glistened on her cheeks. The young MD prepared to ask again when the Doctor responded for her, "It's a meta crisis. It happens when a human mind attempts to access Time Lord knowledge."

She looked up at her mate and asked, "What does that mean? What will it do?"

"It means if I don't do something, her mind will eventually burn up and she will die."

Martha gasped in horror as their friend continued wallow in pain.


	22. Chapter 22

**I cannot believe it's been four months between updates. I am so sorry but I have just been swamped with life. I want to thank everyone who had read, reviewed or alerted this story and hope you haven't given up hope of reading more. This the next to last chapter and with any luck I will have the final up soon (definitely sooner than this one). Please enjoy and as always feedback is welcome.**

Chapter 22 . . .

"What can we do for her, Doctor?" Martha asked as she began to do a cursory examination of her other friend.

The Time Lord stood unnervingly still as he replied, "Human's weren't meant to have access to the Time Lord mind. The longer she does is the certitude that she will not survive. The only thing I can do is erase all memories of me, you and our time together. Even the slightest memory could retrigger the meltdown."

Martha's eyes widened, "There has to be another way."

He shook his head, "There isn't. If I want to save her life, this is how it has to happen."

The pair was broken from their discussion by a loud wail from the third on the ship. Both thought she was in more pain but when they both looked to her she was shaking her head and loudly began to protest their topic.

"Please don't do this! Don't send me back to my old life."

"Donna, if I don't you will die," he returned bluntly.

She sobbed, "I'll die either way. Please!"

Thoughts of the drab existence she had lived before the Doctor came into her life battled with the pain coursing through her mind. Feeling like she didn't matter, never feeling she could live up to her mother's expectations. She just knew she would wither away if she was forced to go back to that. Her somber brown eyes then shifted to her other friend who looked on the exchange with just as much emotion. Maybe she could save her from what would be, to her, a fate worse than death.

"Martha . . ."

The young medic felt her friend's panic and desperation. From talks with the redhead she knew that she had never felt so fulfilled as in her time with the Time Lord. Donna had found the courage to believe in herself and do things she never thought she would or could. To lose all of that . . . she could sense her friend's fear at the very thought. Swiftly Martha began to rack her brain for another solution even as the Doctor grimly moved towards the redhead prepared to go against her wishes. Her eyes frantically looked about finally looking upwards as if an epiphany would drop from the ceiling and then it did, sort of.

"Doctor, wait!" she cried out just as he was placing his fingers upon a struggling Donna's temples. Both stopped their actions and turned to Martha who was looking up just over the console. Their eyes tracked as Martha began to make her spiel, "What about the Chameleon Arch? You used it separate your Time Lord essence from your body making you human. Couldn't you do the same for Donna?"

He seemed to considered her proposal for a moment before shaking his head, "You're forgetting, Martha, that this was made for full-fledged Time Lords. There is no telling if it will work on her or if there will be any serious damage in the process."

Martha looked at him hopefully, "But there is a chance, isn't there? There's a chance it could work?"

"You're talking a minimal one at best. Maybe a 20-30 percent chance."

"That's still a chance," she retorted.

Donna looked up at him with frightened eyes, "Please . . . please try."

The Doctor took in his two closest mates before focusing in on Martha, "Do you remember the agony I went through when I used it? It would be a hundred times worse for Donna who doesn't have the luxury of an extra heart or bypass cardiovascular system."

He paused and glanced over at his other mate and continued, "Do you understand that this could possibly kill you? It wasn't meant for human beings, even ones with Time Lord minds."

Neither woman flinched at his attempt at harsh reality. Martha held his steady gaze as she passionately shot back, "I'm a medic and you have equipment here so that I can monitor her vitals. Give her the choice, Doctor. Let her decide how this ends. She deserves that much."

He finally sighed and gave a slight nod before turning back to the distressed redhead and fixing her with a serious gaze, "Donna, there are no guarantees with this. The only way to ensure you survive is the memory swipe but . . . "

"Just do it, Space Man. A small chance is better than losing myself . . . who I have become."

He grunted his consent before leaving for a moment to gather the tools Martha would need to monitor their friend. When he returned he immediately went to work on setting up the arch without a glance at either woman.

Martha knew he was afraid even if he would be loathed to admit it. He did not want to be the cause of yet another companion's demise and she felt a bit guilty for prodding him into doing something he was concerned would cause just that. As she worked on hooking Donna up to a heart monitor and charged paddles just in case, she knew there was also the chance he would blame her if Donna did not pull through and that their fledgling relationship would end before it ever got off the ground. But looking at her other mate frightened and in pain, she knew it was not her place or the Doctor's to decide how her life would, or God forbid, would not continue. Taking a shaky breath, the young medic rose from her task just as the Doctor motioned for her to guide Donna towards him.

She managed to catch his eyes for just an instant and in them, she saw a weariness that was all too familiar. He didn't believe there would be a good outcome. Her rational mind knew he was probably right but her stubborn human nature, that pesky hope all of her fellows seemed to hold onto even in the direst of circumstance would not fully accept that she might be sending her friend to an early death. No, Donna was a fighter . . . a survivor and she would do her part to ensure she had that fighter's chance.

Once the older woman was hooked up completely, the Doctor seemed to hesitate again and held her gaze, "Donna . . ."

She gave him a weak smile that came across as more of a grimace as she struggled to say, "Don't go getting all mushy on me. I'll be back to kicking your arse in no time."

He, nor Martha, could fight back a small smile at her bravado even with the situation they now faced. He sighed deeply before looking over to Martha.

"Step back."

She nodded and did as he bid and moments later the Time Lord flipped the switch that would change all of their lives profoundly.

* * *

><p>Martha tried to focus on reading the instrument that was monitoring her friend's heart rate and vitals and not the inhuman screeching coming from the agonized redhead. She recalled with clarity the same sounds emanating from the Doctor what seemed like a lifetime ago. In the final analysis, he was someone else—someone human—and Martha prayed to the heavens that the same would happen for Donna. As things stood, her friends vitals were holding steady and her heart rate, though accelerated, were within manageable range. She glanced over at the Doctor, who was monitoring the progress of the arch, and found only a neutral express—not much of a surprise. She sighed inwardly, wondering if he would allow her to be there for him if this failed or would all the progress they had recently made be lost.<p>

It was just as thought passed through her mind that Donna's heart rate began to spike and then drop. Martha's full attention immediately snapped back to her task as she found her friend coding. Instantly she went into doctor mode and turned to the Doctor.

"How much longer?"

The Time Lord finally returned her gaze, "It's almost done."

Martha glanced at the monitor again before replying, "We have to hurry! Her heart rate is dropping too fast."

He checked the progress of the transfer. It was nearly complete. He began to countdown with his ship as Martha prepared what she would need to tend to her friend when it was done. Just as she set out the last piece of equipment the Doctor shouted, "It's done!"

Martha turned and found him holding a barely conscious Donna up.

"Move her to the gurney, Doctor."

Moments later the redhead was on the hospital bed and Martha was checking her vitals. The Doctor was at her side and anxiously asked, "So . . . how is she?"

Martha was just about to respond when the monitor began to frantically beep again. Her eyes looked upon the flat line and her own heart nearly stopped. Immediately she was barking out orders as she worked desperately to bring her friend back from the brink.

"Doctor, I need you to charge up those paddles ASAP!"

The Time Lord quickly did as she bid. While he was busy doing that Martha began manual CPR to their friend. Alternating between pumping her chest and giving breath Martha worked desperately to bring her shipmate back to life. When the Doctor finally turned back to her the young medic quickly opened her friend's blouse before taking the paddles and administering the shock she hoped would bring her back. Over and over she jolted the redhead and just when it seemed her effort might be for not the monitor began to rhythmically beep again. Both she and the Doctor looked over at the machine and saw that her vitals were slowly starting to improve before turning their attention to the woman herself.

Her chest was rising and falling, though shallowly at the moment, and her color which had gone slightly bluish was now coming back closer to normal. What was not happening that was disconcerting was their friend regaining consciousness. They both watched the prone woman for a long while before the Doctor caught Martha's eyes.

"So . . ." he quietly questioned.

Martha sighed, "She's stable for now."

"But that could change."

"Her pulse remains weak and her heart beat is erratic at best," she reported truthfully.

The Doctor nodded sharply at her assessment but his demeanor prompted her to add, "But she is stable. All we can do now is wait for her to come to."

Pointedly, the alien returned, "Don't you mean if she comes to?"

The Doctor was aware he may not know the human anatomy as well as the human doctor before him but he knew enough to know that a cardiac event was serious and often times fatal. There was the real possibility Donna would not pull through this. Martha studied him intently. She could sense the trepidation in him that he would never outwardly acknowledge and wished more than anything to remove it. But she knew that he knew as well as she did that their mate's heart might be too weakened by the attack to recover.

As he had attempted to explain, the arc was not intended for human use and the energy involved had caused the redhead's heart to stop. The good thing was Martha administered CPR immediately and got her mate's heart restarted promptly but the truth was the damage may have already been done. Yet despite her training as a doctor, she refused to give in to pessimism.

Speaking gently and with a conviction she did not fully feel herself, the young medic said, "No. I mean when. We both know Donna is tough as nails. She will come back. We just have to be patient."

The only response she received this time was a slow nod before his gaze returned to the resting woman. Martha sighed inwardly. She prayed Donna would fight because she recognized the loss of the vivacious redhead would be utterly devastating to them both.

* * *

><p>Two days past with little change in Donna. With each hour that passed anxiousness and tension seemed to envelope the remaining TARDIS crew. Beyond routine pleasantries, there was little conversation between the Doctor and Martha that did not revolve around their shipmate's health. Though the Doctor was neither rude nor hostile towards her, Martha could feel him slipping back into prior behavior. Physically he was present but his mind was elsewhere. She knew he'd gone through so much loss in his lives and that this was probably bring up bad memories but she also thought that they had turned a corner in their relationship after Midnight. He had been open with her that day and shared some of his concerns but now when someone they both cared about appeared on the brink, he seemed to be shutting her out again. She could only deduce that he blamed her and the truth was part of her could not blame him for that belief.<p>

She had been the one to press him to attempt using the arc. What if Donna didn't make it? Would things between she and the Doctor revert back to what they had been before? Would he truly blame her? Or hate her for badgering him into doing this to their mate? She swallowed hard and tried to get a grip on her swirling emotions. She knew she could not afford to lose sight of what was most important right now . . . . Donna and her well-being.

Martha was also aware that the longer she remained unconscious her odds of even partial recovery were not good. She though refused to give hopelessness a foothold until she had no other recourse.

So as per her usual routine, Martha went about checking her mate's vitals and stats which all remained stable. In most cases she had dealt with those kind of readings indicated a recovery was in the making but for whatever reason Donna remained unconscious and unresponsive. The thought that Donna may not want to come back flittered across her mind briefly before she heard the door to the infirmary open and close behind her. She made no move to look over her shoulder knowing it would be the Doctor and that he would only have eyes for their shipmate. He would often join her during these examinations, never interfering but mostly just studying the comatose redhead.

Yet sometimes, like at this moment, she could sense his gaze steadily on her and it unnerved her more than she liked to admit. Attempting to turn her attention back to her tasks, she now listened to her friend's steady heartbeat with her stethoscope. The Doctor's gaze remained firmly planted on her. It became too much for Martha at that point and with a sigh of exasperation, she bluntly stated, "I wish you would just go ahead and say it already."

His eyes never wavered, "Say what?"

Looking up from her prone friend and into his expectant gaze, she volleyed back, "That this is my fault. That if I had just allowed you to do the mind sweep this would not be happening to her. That I was wrong to badger you into doing something you were sure was dangerous. That sometimes choice is not an option."

Her gaze never left his as she waited for him to agree. He said nothing for so long, Martha prepared to throw her hands up in frustration and just leave when his surprisingly calm voice rang out, "Do you really believe any of that? That I put one of my dearest friends in peril because you lobbied for it? That choice is negotiable?"

He paused briefly, making Martha think he expected a reply but before she could form one, he proceeded to speak once more, "Then you are wrong. As much as I value both you and Donna's opinions about many things, anything to do with the Time Lords, I tend to keep my own counsel. Yes, you suggested the arc but I recognized that even with the risk there was a chance it could work as well and coupled with Donna's desire to try I did the only thing I felt I could. Choice is never optional. No man, or alien, has the right to decide another's fate."

He paused again studying her and the apprehensive look upon her beautiful face and gently concluded, "And the idea of blaming you never entered my mind. You stood up for Donna and gave her the opportunity to make her choice and reminded me that I am not a god."

Martha immediately felt a burden being lifted from her shoulders. Knowing he did not hold her responsible for possibly costing him a dear friend, freed her significantly. So much so she couldn't help the waver in her voice as she quietly said, "I just thought . . . because you were so quiet and scrutinizing. . ."

"I've just been thinking . . . actually contemplating you."

"Contemplating me? Why?"

His eyes remained on her as he gently replied, "Because for the life of me, I cannot figure out how I missed how brilliant you were the first time we traveled together. Not that I didn't know but I didn't truly embrace it until you decided to walk away twice. Oh I knew you were clever and brave and strong and even that you would make an amazing doctor one day. But when I watched you working so diligently to bring Donna back, it hit me anew how daft I was before."

Martha found herself overwhelmed and stunned by the Doctor's blatant statement. It was clear to her he was completely sincere and maybe even a bit surprised at either saying it out loud or the revelation itself. She was unsure, herself, of how to reply and before she was forced to, he continued.

"Martha, I don't know if there will ever be a way for me to thank you for everything you have done for me. For being a better mate than I ever deserved and for coming back even after how I treated you before. You challenged me like few others and refused to let my ego rule the day. You allowed me to grieve when I needed to and showed me a better way to be. I could kick myself for ever taking you for granted."

Martha could feel her eyes sting with tears at words she never believed she would hear from the eccentric alien. The sincerity in his words and the emotions behind them were like a slave to her soul.

"Doctor, I don't know what to say," she quietly returned.

He gave her a lopsided smile as he returned, "You don't need to say anything. I owe you so much."

He paused for a moment, his smile slipping, before he continued, "My greatest regret was ever comparing you to Rose. It was apples and oranges, really. She was fun and I cared about her. She wanted to help but often wasn't sure just how to without guidance. But you, Martha Jones, would jump in with both feet and usually, on the fly, figure things out on your own. You constantly amaze me and though I know I will probably never be able to properly repay all you have brought into my life, I hope to have the next long while to try and begin to."

Martha inhaled a shaky breath and timidly inquired, "So you're saying . . ."

"No matter the outcome of things, it will not change my desire to have you with me. If it comes to that, we will honor our mate by seeing more of this universe together and helping as many people as we can . . ." he suddenly paused and studied her again before more diffidently adding, "If that is your choice, of course."

It was Martha's turn to study him for a long instant. Over this second tour, the Doctor had managed to surprise and please her numerous times with his willingness to do and express more than in the past. This moment, however, went beyond that in her eyes. He'd apologized before for his behavior but this time, in the midst of such a tragic situation, meant so much more. In the past, this would have been the perfect opportunity for him to close himself off from her but instead he spoke of them pulling together and carrying on together. It moved her more than anything he had done prior. His words and actions, in a moment that was anything but easy for either of them, had given her proof positive that he had grown and changed.

A slow smile began to spread across her lips as she laid down her stethoscope and deliberately made her way around the gurney that separated them. His eyes followed her until she stood right before him. Then gazing up at him, she quietly spoke again, "Since the day we met, that is all I've ever wanted . . . to be here with you . . . doing this."

Another small smile finally graced his face as well just before she began to lean in closer to him. Without another word passing between them the Time Lord and the human doctor drifted into what began as the gentlest of kisses. Lips gently caressed and explored before one of them, neither could later recall who, deepened the exchange. As Martha lightly exhaled into the kiss, it appeared both were finally letting go of their reservations about where this thing with them was going and instead focused on the moment . . . the rapture of finally having something deeply desired.

* * *

><p>So lost in their shared moment, neither was aware that their mate, who moments before, laid unmoving was slowly returning to consciousness. Her brown eyes struggled to open. The bright lights of the infirmary were not helping her cause but soon enough her vision began to come into focus. Her last conscious thought came rushing back, which was of being in the control room of the TARDIS in an inordinate amount of pain. As the haze gradually began to clear, she recognized that she had been moved and slowly turned her stiff neck, attempting to figure out where she was now. It was during this exercise that her now slightly wide eyes fell upon her two mates sharing what could only be described as an intimate embrace.<p>

For a brief instant, she was surprised and confused but soon enough more memories began to flood back to her including the fact that the Doctor had left the TARDIS to retrieve Martha. By the looks of things, she mused, he succeeded in his mission. The two had yet to come up for air and didn't appear to be thinking of doing so anytime soon. It warmed her hearts immensely to see her two closet companions finally embrace what she'd seen for a long while . . . that they belonged together. A slow smile spread across her slightly chapped lips, causing her to lick them a bit before deciding to make her presence known.

With a quiet, croaky voice, she teased, "Oi! At least have the decency to make sure your patient's still unconscious before all but shagging in their presence."

The pair immediately jumped apart, both surprised at the new but familiar voice in the room. When their eyes landed on their now aware friend both beamed brightly and in unison yelled, "Donna!"

Her smile increased as the pair made it back to her side. After gentle hugs from each of them, both doctors began to bombard her with questions about how she was feeling. Through slightly labored breaths she answered each of their inquiries before she finally got to ask one of her own.

"So should I take that little display as a sign that you two have finally moved past your denial and pussyfooting?"

Martha blushed while the Doctor smirked and narrowed his gaze at his mate, "Are you sure the meds aren't making you more obnoxious than usual?"

Donna rolled her eyes, "I know what I saw, Spaceman. You two were going at it like bunnies. In the future I'm going to need some warning before your snog fests ensue."

She paused her teasing rant and shook her head before continuing, "What a thing to wake up to."

Both the Doctor and Martha shook their heads as well at her ribbing but held their peace, each just happy to have their friend back in what seemed to be her usual form.

Donna, though, soon turned more solemn as she softly added, "Seriously, I'm happy for you two. You both deserve some happiness."

The pair gave her genuine smiles of thanks before Martha proceeded to do a more thorough examination on her. After a few more test and check of her vitals, the young doc declared her friend on the road to a full recovery, as long as she took it easy for a while.

"I think I can handle that," the redhead returned even as her eyes began to droop with sleep.

Martha gently finished, "I'll be back to check on you in a bit."

Her friend lazily nodded before drifting off once again. The Doctor and she remained a bit longer until their mate was in a deeper sleep before finally stepping out of the infirmary, more hopeful than either had been in a time.

Again, Martha found herself gazing up at the Doctor. The duo exchanged soft smiles before the Doctor broke the silent stalemate, "You truly are amazing."

She blushed but replied, "Funny, I was thinking the same thing about you."

Surprisingly, his cheeks slightly flushed as well before he broke the interlude with a familiar question.

"Tea?"

Her smiled grew as she slipped an arm around his waist.

"I'd love some."

His own smile brightened at her actions and he wrapped his arm around her shoulders, gently guiding them further into the ship.

* * *

><p><strong>AN: Alright I wasn't sure about this resolution. I'm not real sure the chameleon arch would have been a real option but I, like many of us, did not like how Donna was sent off and I wanted to try and find a way for her to stay on. Seriously let me know what you think. Too farfetched (even though we are talking about time traveling aliens here, lol)? Thanks again for reading!  
><strong>


	23. Epilogue

**So this is it, Guys, finally, the epilogue to With You. Again, I want to thank everyone who has taken the time to read, review or alert this tale. I hope you enjoy the conclusion and look out for my next offering which I am currently working on. **

Epilogue . . .

"Convalesce? Are you mad? What am I . . . eighty years old?" Donna brusquely questioned.

Martha nodded at her mate with a hint of amusement in her eyes. It had been nearly a week since Donna awakened and she had barely missed a beat. She was still as feisty as ever and more than a handful.

"No you are not but you still need rest, Donna. Despite the progress you have made, your body has still endured a great trauma. You need time to recuperate fully and relax. Two weeks and then I can, in good conscious, give a clean bill of health."

The redhead continued to study her friend skeptically, "Relax? You do realize you are trying to leave me with my mum, right? She'll probably point out how I'm not even relaxing right."

Martha bit back a chortle, recognizing the exaggeration in her friend's words. As much as she griped about her mum, Martha knew she loved her mother and would mostly likely welcome the fussing and coddling that was sure to follow her return.

"It'll be fine," was her assured response.

Donna grunted then promptly narrowed her eyes as if something had just dawned on her. Looking from one shipmate to the other, she suspiciously inquired, "Are you two sure this is really necessary or is this just you and Time Boy's not so subtle way of trying to be alone?"

Martha flinched at the accusation. Though not said with malice, her bluntness, which should be an old hat to Martha by now, still occasionally caught the young medic off guard. This would be one of those times. She was at a loss as to how to respond. Should she be offended or amused?

Fortunately, the Doctor had long grown used to his other companion's directness and easily responded with just the right amount of both Martha's emotions.

"Of course that's not it! This about your health and nothing more. It would do little good to have gone through all the trouble of saving you to have you drop dead on us while we're running about?" he admonished.

Donna gave him the side eye before more gently, if still reluctantly so, conceding his point, "I suppose not."

"Besides, if we only wanted to be alone there are any number of rooms on this ship I could banish you to," he replied with a wink directed at Martha.

The younger woman blushed as she quietly scolded, "Doctor!"

He smirked as Donna rejoined the fray feistily, "Just try it, Spaceman, and I'll make sure your status as last of the time lords ends prematurely. Furthermore, I can take a hint. If you two want time to yourselves all you have to do is say the word and I will gladly make myself scarce so you two can canoodle to your heart's content."

The Doctor's countenance switched from self-assured to uncomfortable like a light switch. It was a change that did not go unnoticed by Martha who had blushed again at their friend's candor. Clearing his thought lightly he quickly changed subjects, "Good. Now that that's settled, let's say we get you home to your mum and granddad."

She gave him a two finger salute before he turned back to the ship's control panel and went about setting coordinates for Earth. Martha could only shake her head as she tried to assess her two mates and their antics. Her happiness at having Donna back and her old self was slightly tempered by the Doctor's seeming discomfort but in the end she could not help but be joyful about being able to again witness the easy banter between her shipmates.

After an excessive explanation to Donna's mother about her condition that included numerous half-truths about how it came about and a promise by both Martha and the Doctor to Donna that they would check in on her during her downtime until she was cleared to return, two of the three TARDIS companions reentered the ship in virtual silence. With the reality that it was just the two of them for at least the next couple of weeks, both were left searching for how to move forward.

Neither had given much thought to what they would do with themselves once they were alone. They'd been so focused on taking care of Donna since she awakened that they had managed to put themselves and their burgeoning relationship on the back burner. But now it was just the two of them and both could feel the tension of things unsaid dangling between them.

Once the Doctor eased them back into the time vortex, he seemed to make it a point to focus in on the dials or screen. Anything but her. Martha, though, was having no more hedging and guessing when it came to them. So plopping down on the jump seat and giving him one last chance to look her way, she interrupted his movements and the stifling silence.

"So . . . here we are," she began.

He finally looked up from his machinations and absently repeated, "Yep. Here we are."

She gave a deep sigh, "Really? Are we really going to do this?"

His brow slightly furrowed, "Do what?"

"Spend the next two weeks having awkward silences and conversations. I had hoped we were past this but if you're having second thoughts about things then please just tell me. I don't want to go back to not knowing where I stand with you."

It was his turn to sigh as he inched closer to her, "There are no second thoughts on my part, Martha. I also want to avoid any unease but I am curious to hear why you immediately jumped to that conclusion?"

Softly, she returned, "Truthfully? Because you opened up to me more in the last week than you ever have and a part of me could not help but think maybe that was more due to the circumstances, almost losing Donna, that prompted you to be so forth coming. Sometimes, people say things they normally wouldn't in times of stress and if that is the case, I'd just like to be forewarned."

Martha read a flash of sadness across his handsome face before he took on his usual neutral expression as he finally came and sat down next to her.

"That's not what this is. I give you may word it isn't. I'll admit there is some hesitation but not because I regret what was said. Honestly, I just not sure how we are supposed to proceed. I know I want you here with me and I want us to be more than just companions but what does that entail? That is what I am struggling with. What is it you expect from me? From this relationship we are trying to forge?"

Martha quietly studied him for a longer moment. She could sense the sincerity in his questions and felt them fair ones to be asking. After all, they were two different types of beings with different understandings of what relationships are and how they should go. Whose should take precedence? Was there a way to respect both?

"I'm just as anxious as you are about this, Doctor. I have no preconceived notions because I know we are embarking on something new. I'm not looking for romance novel drivel or expect you to transform into Don Juan and sweep me off my feet," she replied.

The Doctor crinkled his nose, "Don Juan? Really? He wasn't nearly the lover people made him out to be. Slightly inept if you ask me . . ."

"Doctor," Martha interrupted his digression.

"Right. Sorry. You were saying."

"Like I said I don't expect romantic sap from you but I do need and want to feel like more than just your pal. I want us to remain friends but also grow into something more."

It was the Doctor's turn to contemplate her. He understood what she was asking and a part of him wanted to believe he could give that to her. To make her, if not the center of his universe, a close second. She deserved to have that. Yet even as he imagined being the one to give her that he knew there were other factors—things he needed to share and she needed to hear—if they were truly going to make a go of this.

After another beat of silence, he finally replied to her request, "I want that too, Martha. I do but I also need for you to understand what you are asking of me from my viewpoint. I come from a culture where such emotions and even attachments were breed out. The elders believed that such practices interfered with the business of monitoring space and time. We were taught at a young age that our duty to the universe was the most important thing. Things like that are difficult to unlearn."

Martha was a bit deflated by his words as well as the logic behind them. Of course their cultural differences would be an obstacle. She sometimes forgot just because he looked human did not mean he was. The things he spoke of, learned over a lifetime, could not easily be forgotten. Were either them up to the challenge? Did they even stand a chance?

In barely a whisper that did little to belie her disappointment, she simply replied, "I see."

As though reading her thoughts, he shook his head, "I don't think you do, at least not fully. It is true I was raised that way but since I've spent so much time traveling with you lot, I have found myself adopting more and more of your characteristics, like attachments. And I can't say it has been an altogether bad experience. Yes the loss that comes with such connections I could do without, as could most I suppose, but I have also learned from you brilliant, complicated humans that even the pain of loss cannot ease the joy of having such a deep bond with another.

That is why I want us to work. Because I am tired of wandering this universe alone or with temporary companions. I want to know that, for as long as we have together, there will always be a hand to hold, someone to anchor and care for me and who I can do the same."

He paused and turned to look at her fully. Martha could sense what was coming next was significant as his gaze never wavered from hers as he began to speak once more.

"And I don't want to share that with just anybody, Martha. I want . . . no I need for it to be you. You have touched me like no other companion before. Beauty aside, your heart, compassion, intelligence and drive amaze me constantly. I feel a bond with you on an emotional and intellectual level. You get me in ways that few ever have. You know when to push and argue with me and when to back off and let me take the lead. You're someone I feel I can share my past with yet not feel obligated to do so. We can talk about high-minded ideals or what's happening on the latest reality show on telly. I honestly did not realize how much I needed or desired such a presence until you happened into my world. I can't promise it will always be pretty or there won't be struggles but I can promise that as long as you choose to stay, I will proudly stand right by your side."

Martha was snapped from her amazed stupor by his hand gentle brushing her cheek. It took her a moment to register that his gesture was one both of comfort and assurance as well as to wipe away stray tears she was not aware she had been shedding. Words once again escaped her. What could she say to something like this? For so many years she longed for this man and to now have him bear himself fully to her was just . . .

"Wow," was the word she finally settled on.

He gave her a light smile, "I hope that's a good wow."

She returned his beam, "It definitely is. I just don't know what else to say."

"Well, I could go on if you like," he teasingly replied.

But Martha quickly placed fingers to his lips to quiet him before leaning in and resting her forehead against his, "No. Let's say we forgo words for a moment and do this instead."

She then leaned in and captured his waiting lips with her own. The kiss was intense but brief as she pulled back, maintaining contact with his head. With a soft smile and throaty whisper she declared, "We won't force things, yeah? We'll just let it become what it will and enjoy the ride wherever it might lead."

His smile bloomed, "Sounds like a plan, Dr. Jones."

"Good," she returned just before his lips sought and found hers again. This time their exchange was deepened and as her hands gently cupped and caressed his face, the Doctor's arms wound around her frame pulling her closer to him. Neither entertained thoughts of ending the dance anytime soon but it seemed fate had other ideas, reminding them of their recent vow to go with the flow. The Doctor's phone rang violently and incessantly finally forcing the pair to part. With a sigh, he grabbed the contraption cursing it silently but knowing very few had the number and knew it was for emergency use only.

Eyes still on the freshly kissed and demure young doctor before him, he flipped it open and spoke, "This had better be good."

"There is nothing good about this situation, Spaceman! So you can just turn that time machine back around and come collect me," Donna's boisterous voice rang out.

Even Martha could hear her and her tone was less than pleased.

"Donna?" the Doctor finally ventured.

Sarcastically she returned, "So you do remember me then? Then you also remember you and Martha's bright idea about bring me home to recuperate. Or I should say worst idea ever."

Martha motioned for him to hit speaker and when he did, she gently inquired, "What is it, Donna? Has something gone wrong with the meds?"

"No and I want you to know I will blame you if I take out my mum before you two make it back as this was your idea in the first place," she bellowed.

Martha and the Doctor shared a look as they heard what sounded like a minor scuffle on the line before Donna could clearly be heard again, "Knocked it off, Mum, or so help me."

The Doctor tried to regain her attention, "Donna what's going on?"

"I swear to God if she tries to fluff my pillow just one more time or offer's me another bowl of soup I'm going to brain her. There's a difference between mothering and smothering," she replied heatedly.

There was another tussle before Mrs. Noble came on the phone and said firmly, "You are not to show up here until it's time for another check-up, understood?"

And then there was a dial tone. The duo stared at each other for a long moment before neither could contain their laughter any longer. Both laughed so hard tears streamed from their eyes, as they imagined their friend being babied unmercifully.

Martha was the first to peter out some and said, "You know she's going to make us pay for this when she comes back, right?"

He nodded as his laughs also subsided and he pulled her back towards himself, "Oh I know but see now I don't have to face her wrath alone. I feel braver already."

She smirked, "Really?"

His lips moved closer to hers again as he softly added, "Oh yes. With you, I can face whatever may come, be it alien attacks or miffed companions."

Martha chuckled softly before her laugh was swallowed up in his kiss and it was in that moment they both realized with each other they were finally right where they belonged.


End file.
